Business Context and Reporting Period
Company: Blue Moose Media, Inc. (Note: Metadata listed "LIQTECH INTERNATIONAL INC" but the filing text identifies the registrant as Blue Moose Media, Inc.)
Reporting Period: Quarterly period ended June 30, 2010 (Form 10-Q).
Status: Development stage company; classified as a shell company and smaller reporting company.
Operations: The company ceased its original media production business in 2007. It is currently inactive regarding product generation and is seeking a reverse acquisition or merger with an operating entity to become a public shell for a private company.
Key Financial Metrics
| Metric | Six Months Ended June 30, 2010 | Six Months Ended June 30, 2009 | As of June 30, 2010 |
|---|---|---|---|
| Revenue | $0 | $0 | N/A |
| Net Loss | $(14,391) | $(2,683) | N/A |
| Cash Balance | N/A | N/A | $20,910 |
| Total Assets | N/A | N/A | $21,057 |
| Total Liabilities | N/A | N/A | $22,229 |
| Stockholders' Equity (Deficit) | N/A | N/A | $(1,172) |
| Operating Cash Flow | $(4,690) | $(7,045) | N/A |
| Financing Cash Flow | $20,000 | $0 | N/A |
Debt & Liquidity: The company has no formal debt instruments but owes $20,904 in accounts payable and $1,325 in advances payable to a related party. Liquidity is supported by a recent $20,000 cash infusion from a stock sale.
Material Changes vs. Prior Period
- Expense Increase: General and administrative expenses increased significantly from $2,683 in the prior six-month period to $14,391. Management attributes this to auditing and legal fees associated with filing a Form 10 registration statement.
- Capital Structure: The company issued 20,000,000 shares of common stock in April 2010 for $20,000 cash. This transaction resulted in a change of control. Total shares outstanding increased from 21,371,750 (Dec 2009) to 41,371,750 (June 2010).
- Cash Position: Cash increased from $5,600 at year-end 2009 to $20,910 at June 30, 2010, primarily due to the stock sale proceeds.
- Working Capital: The company moved from a working capital deficit of $(7,002) at Dec 31, 2009 to a deficit of $(1,319) at June 30, 2010, though total liabilities still exceed total assets.
Outlook, Risks, and Management Commentary
- Going Concern: The filing explicitly states substantial doubt exists regarding the company's ability to continue as a going concern due to limited operating history and lack of revenue. Continued operations depend on raising additional funds via loans or stock sales.
- Plan of Operation: The company intends to search for a business opportunity to acquire or merge with. It has no specific targets and no current employees, relying on officers for operations.
- Capital Needs: Management estimates ongoing expenses at approximately $20,000 per year. The $20,000 raised in April 2010 is expected to cover expenses for the next year, though future needs may change if an acquisition is pursued.
- Risks: Risks include failure to locate a suitable acquisition target, inability to raise additional capital, and significant dilution to existing shareholders upon any future merger.
Investor Verification Checklist
- Shell Status: Verify the company's status as a shell company with no active revenue-generating operations.
- Capital Adequacy: Confirm if the $20,910 cash balance is sufficient to cover the estimated $20,000 annual operating costs without further dilution or related-party advances.
- Related Party Transactions: Review the $1,325 advance payable to a shareholder and the history of officer-funded expenses.
- Change of Control: Note the recent issuance of 20 million shares to Mr. Gordon Tattersall, which altered the control structure of the company.
- Acquisition Timeline: Acknowledge that there are no current negotiations for a merger and no assurance that one will occur.