Filing summary
Entity and period mismatch: The request identifies Chiron Real Estate Inc., but the supplied filing is for Scoop Media, Inc., a Nevada development-stage company proposing an online dating website review service. This is a Form 10-K for the fiscal year ended August 31, 2012—not a quarterly report for 2012 Q4. Figures are in U.S. dollars.
Business context and results
Scoop Media had not launched or developed its planned website and had not begun operations by August 31, 2012. Its intended revenue sources were advertising and referral commissions. The company reported no revenue from inception through year-end.
| Metric | Fiscal year ended August 31, 2012 | Prior comparable period |
|---|---|---|
| Revenue | $0 | $0 reported from inception through August 31, 2011 |
| General and administrative expense | $50,108 | $459 from inception through August 31, 2011 |
| Net loss | $50,108 | $459 from inception through August 31, 2011 |
| Cash at period-end | $12,313 | $47,421 |
| Net cash used in operating activities | $35,108 | $7,959 used from inception through August 31, 2011 |
| Current liabilities | $7,880 | $380 |
| Stockholders’ equity | $4,433 | $54,541 |
Expenses and losses rose substantially as the business incurred costs during development. Cash declined by $35,108 during the year. At year-end, liabilities comprised $7,500 in accrued liabilities and $380 due to the president; the $380 balance was unsecured, non-interest-bearing, and due on demand. No interest or income taxes were paid. The filing reports no material off-balance-sheet arrangements.
Liquidity, financing, and outlook
The auditor’s report is unmodified but highlights substantial doubt about the company’s ability to continue as a going concern. Management said available funds were insufficient to maintain SEC reporting status beyond 12 months and that additional capital was needed to implement the business plan. Failure to obtain financing could force the company to cease operations.
After year-end, on September 25, 2012, the company sold 2.5 million shares at $0.01 each for $25,000. Management said it believed the company could generate sales revenue within 60 days after website launch, initially from Google AdSense; this was an expectation, not reported revenue or formal guidance. The website had not yet been developed. Officers indicated they might provide unsecured loans to cover reporting costs, but no contract or written commitment existed.
The company’s proposed site would provide searchable dating-site information, reviews, and forums. Management anticipated ongoing development and marketing costs, with staffing and content plans dependent on offering proceeds. Key risks include financing availability, the history of losses, unproven ability to launch and attract traffic, reliance on search-engine ranking and advertising/referral partners, and potential currency risks from international operations. Management disclosed no material litigation. Its principal office was provided at no cost by the CEO.
Important facts for investors to verify
- Confirm the intended issuer: the supplied filing identifies Scoop Media, Inc., not Chiron Real Estate Inc.
- Confirm the reporting period: the filing covers the year ended August 31, 2012, and provides no separate 2012 Q4 results.
- Verify the post-year-end $25,000 share sale, resulting share count, and cash available after subsequent expenses.
- Resolve inconsistent share-ownership disclosures: the beneficial-ownership table lists Chung Tung Lim as holding 1.5 million shares, while the related-party section says those shares were issued to Richard Lee; the executive-officer group is also labeled “10 persons” despite identifying two officers and directors.
- Assess whether financing was obtained, whether the website was launched, and whether the stated post-launch revenue expectation was achieved; the filing provides no operating revenue or formal forecast.