UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-Q
x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended November 30, 2015
or
¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from __________ to __________.
Commission file number 000-55035
EYE ON MEDIA NETWORK, INC. |
(Name of small business issuer in its charter) |
Florida
(State or other jurisdiction of incorporation or organization)
46-3390293
(I.R.S. Employer Identification No.)
1500 NW 65th Avenue, Plantation, Florida 33313
(Address of principal executive offices and Zip Code)
Registrant's telephone number, including area code: (754) 370-9900
Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes ¨ No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). x Yes ¨ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer | ¨ | Smaller reporting company | x |
Non-accelerated filer | ¨ | Accelerated filer | ¨ |
(Do not check if a smaller reporting company) | | | |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes ¨ No x
The number of shares of the issuer's common stock, par value $.001 per share, outstanding as of December 29, 2015 was 28,175,500. There are fifty million (50,000,000) shares of the issuer's Series A Convertible Preferred Stock issued and outstanding as of such date.
TABLE OF CONTENTS
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Part I. Financial Information. | | | | |
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Item 1. | Condensed Unaudited Consolidated Financial Statements. | | | 3 | |
| | | | | |
| Condensed Consolidated Balance Sheets for the periods ending November 30, 2015 and August 31, 2014 (audited). | | | 3 | |
| | | | | |
| Condensed Consolidated Statements of Operations for the three months ended November 30, 2015 and 2014 | | | 4 | |
| | | | | |
| Condensed Consolidated Statements of Cash Flows for the three months ended November 30, 2015 and 2014. | | | 5 | |
| | | | | |
| Notes to Condensed Consolidated Financial Statements. | | | 6 | |
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Item 2. | Management's Discussion and Analysis of Financial Condition and Results of Operations. | | | 14 | |
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Item 3. | Quantitative and Qualitative Disclosures About Market Risk. | | | 19 | |
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Item 4. | Controls and Procedures. | | | 19 | |
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Part II. Other Information. | | | | |
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Item 1. | Legal Proceedings. | | | 20 | |
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Item 1A. | Risk Factors. | | | 20 | |
| | | | | |
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds. | | | 20 | |
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Item 3. | Defaults Upon Senior Securities. | | | 20 | |
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Item 4. | Mine Safety Disclosure. | | | 20 | |
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Item 5. | Other Information. | | | 20 | |
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Item 6. | Exhibits. | | | 21 | |
| | | | | |
Signatures. | | | 23 | |
Part I. Financial Information
Item 1. Financial Statements
Eye On Media Network, Inc. |
Condensed Consolidated Balance Sheets |
|
| | November 30, | | | August 31, | |
| | 2015 | | | 2015 | |
| | (unaudited) | | | (audited) | |
ASSETS | | | | | | | | |
Current Assets | | | | | | |
Cash and cash equivalents | | $ | 47,294 | | | $ | 7,367 | |
| | | | | | | | |
Property and equipment, net of accumulated depreciation of $828,518 and $743,721, respectively | | | 1,253,286 | | | | 1,338,083 | |
| | | | | | | | |
TOTAL ASSETS | | $ | 1,300,580 | | | $ | 1,345,450 | |
| | | | | | | | |
LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | | |
Current Liabilities | | | | | | | | |
Accounts payable | | $ | 5,175 | | | $ | 1,350 | |
Total Current Liabilities | | | 5,175 | | | | 1,350 | |
| | | | | | | | |
TOTAL LIABILITIES | | | 5,175 | | | | 1,350 | |
| | | | | | | | |
Stockholders' Equity | | | | | | | | |
Preferred stock: 500,000,000 authorized; $0.001 par value, 50,000,000 and 50,000,000 shares issued and outstanding, respectively | | | 50,000 | | | | 50,000 | |
Common stock: 750,000,000 authorized; $0.001 par value, 28,175,500 and 27,990,500 shares issued and outstanding, respectively | | | 28,175 | | | | 27,990 | |
Additional paid in capital | | | 2,513,210 | | | | 2,408,395 | |
Accumulated deficit | | | (1,295,980 | ) | | | (1,142,285 | ) |
Total Stockholders' Equity | | | 1,295,405 | | | | 1,344,100 | |
| | | | | | | | |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | | $ | 1,300,580 | | | $ | 1,345,450 | |
See notes to unaudited condensed consolidated financial statements
Eye On Media Network, Inc. |
Condensed Consolidated Statements of Operations |
(Unaudited) |
| | For the Three Months Ended November 30, | |
| | 2015 | | | 2014 | |
| | | | | | |
Revenues | | $ | 10,950 | | | $ | 5,754 | |
| | | | | | | | |
Operating Expenses | | | | | | | | |
Contractor costs | | | 7,935 | | | | 9,120 | |
Professional fees | | | 52,891 | | | | 1,897 | |
General and administrative | | | 19,022 | | | | 6,169 | |
Depreciation and amortization | | | 84,797 | | | | 84,842 | |
Total operating expenses | | | 164,645 | | | | 102,028 | |
| | | | | | | | |
Net loss from operations | | | (153,695 | ) | | | (96,274 | ) |
| | | | | | | | |
Net loss | | $ | (153,695 | ) | | $ | (96,274 | ) |
| | | | | | | | |
Basic and diluted loss per share | | $ | (0.01 | ) | | $ | (0.00 | ) |
| | | | | | | | |
Weighted average number of shares outstanding | | | 28,121,324 | | | | 27,741,956 | |
See notes to unaudited condensed consolidated financial statements
Eye On Media Network, Inc. |
Condensed Consolidated Statements of Cash Flows |
(Unaudited) |
| | For the Three Months Ended November 30, | |
| | 2015 | | | 2014 | |
| | | | | | |
CASH FLOWS FROM OPERATING ACTIVITIES: | | | | | | |
Net loss | | $ | (153,695 | ) | | $ | (96,274 | ) |
Adjustment to reconcile net loss to net cash provided in operations: | | | | | | | | |
Depreciation and amortization | | | 84,797 | | | | 84,842 | |
Bad debt expense | | | --- | | | | (100 | ) |
Stock issued for service provided | | | --- | | | | 4,000 | |
Changes in assets and liabilities: | | | | | | | | |
Accounts receivable, net allowance for doubtful accounts | | | --- | | | | 1,000 | |
Accounts payable | | | 3,825 | | | | (3,769 | ) |
Net Cash Used in Operating Activities | | | (65,073 | ) | | | (10,301 | ) |
| | | | | | | | |
CASH FLOWS FROM FINANCING ACTIVITIES: | | | | | | | | |
Proceeds from sale of common stock | | | 105,000 | | | | --- | |
Net Cash Provided by Financing Activities | | | 105,000 | | | | --- | |
| | | | | | | | |
Net increase (decrease) in cash and cash equivalents | | | 39,927 | | | | (10,301 | ) |
| | | | | | | | |
Cash and cash equivalents | | | | | | | | |
Beginning of period | | | 7,367 | | | | 10,600 | |
End of period | | $ | 47,294 | | | $ | 299 | |
| | | | | | | | |
Supplemental cash flow information | | | | | | | | |
Cash paid for interest | | $ | --- | | | $ | --- | |
Cash paid for taxes | | $ | --- | | | $ | --- | |
See notes to unaudited condensed consolidated financial statements
Eye On Media Network, Inc.
Notes to Condensed Consolidated Financial Statements
For the period ending November 30, 2015
(Unaudited)
Note 1 - Nature of Operations and Principles of Consolidation
EYE ON MEDIA NETWORK INC. ("EYE" or the "Company") was incorporated in Florida on August 2, 2013, with an objective to acquire, or merge with, an operating business. On January 22, 2014 the Company acquired an operating company, Eye on South Florida in a reverse merger.
Eye on South Florida, Inc. (EOSF), a corporation, was chartered in the State of Florida on January 18, 2013 as a media organization for the purpose of providing television services as an independent producer and distributor of television programming locally and nationally. The programming is based on content that is produced and filmed in South Florida, on subjects that are relevant to the South Florida area.
As of January 22, 2014, the Company is in the business of providing television services to areas around the state and the country.
These consolidated financial statements include the activity of Eye on South Florida from inception (January 18, 2013) and the activity of Eye on Media Network as of January 22, 2014, the date of the reverse merger. The balance sheet as of November 30, 2015 and August 31, 2015 contains the combined accounts both companies.
All significant intercompany balances and transactions have been elimminated in consolidation.
Note 2 - Summary of Significant Accounting Policies
Going Concern
The Company's consolidated financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating cost and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced, to cease operations.
In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan to obtain such resources for the Company include, obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.
There is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available will be obtainable on terms satisfactory to the Company. In addition, profitability will ultimately depend upon the level of revenues received from business operations. However, there is no assurance that the Company will attain profitability. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
Eye On Media Network, Inc.
Notes to Condensed Consolidated Financial Statements
For the period ending November 30, 2015
(Unaudited)
Unaudited Interim Consolidated Financial Statements
The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the consolidated financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The interim financial statements should be read in conjunction with the annual financial statements included in the Form 10K as of August 31, 2015 and filed with the Securities and Exchange Commission on November 12, 2015.
In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year.
Basis of Presentation and Use of Estimates
The Company prepares its consolidated financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP"), which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Fiscal Year End
The Company elected August 31 as its fiscal year ending date.
Cash Flows Reporting
The Company follows ASC 230, Statement of Cash Flows, for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method ("Indirect method") as defined by ASC 230, Statement of Cash Flows, to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments.
Financial Instruments
The Company's balance sheet includes certain financial instruments, including cash and accounts payable. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization.
Eye On Media Network, Inc.
Notes to Condensed Consolidated Financial Statements
For the period ending November 30, 2015
(Unaudited)
ASC 820, Fair Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:
| Level 1 | Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. |
| | |
| Level 2 | Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. |
| | |
| Level 3 | Inputs that are both significant to the fair value measurement and unobservable. |
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of November 30, 2015. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments.
Cash and Cash Equivalents
The Company considers all highly liquid investments with an original maturity of three months or less at the date of acquisition to be cash equivalents. Cash and cash equivalents totaled $47,294 at November 30, 2015 and $7,367 at August 31, 2015.
Revenue Recognition
The Company recognizes revenue when it is realized or realizable and earned.
The Company considers revenue realized or realizable and earned when all of the following criteria are met:
| o | persuasive evidence of an arrangement exists |
| | |
| o | the product has been shipped or the services have been rendered to the customer |
| | |
| o | the sales price is fixed or determinable |
| | |
| o | collectability is reasonably assured. |
Eye On Media Network, Inc.
Notes to Condensed Consolidated Financial Statements
For the period ending November 30, 2015
(Unaudited)
The Company generates revenue through four processes: (1) Media Production, (2) Commercial Production, Distribution and (3) Advertising Sales and Distribution (4) Live Broadcasting of Events.
| · | Revenue for media production of original content. The company recognizes a sale when the production is completed and ready for distribution. The burden of distribution and risk of loss has passed to the customer. |
| | |
| · | Revenue for production of television grade HD Commercials. Revenue is recognized when the services have been performed and passed on to the customer. |
| | |
| · | Revenue for distribution of commercials and content service fees is recognized ratably over the term of the advertising agreement. |
| | |
| · | Revenue for live broadcasting of original content. The company recognizes a sale when the live broadcast / production is contracted and completed. The burden of distribution and risk of loss has passed to the customer. |
Property and Equipment
Property and equipment is stated at cost. Depreciation is computed by the straight-line method over estimated useful lives.
Long-lived assets such as property, equipment and identifiable intangibles are reviewed for impairment at least annually or whenever facts and circumstances indicate that the carrying value may not be recoverable. When required, impairment losses on assets to be held and used are recognized based on the fair value of the asset. The fair value is determined based on estimates of future cash flows, market value of similar assets, if available, or independent appraisals, if required. If the carrying amount of the long-lived asset is not recoverable, an impairment loss is recognized for the difference between the carrying amount and fair value of the asset. The Company did not recognize any impairment losses for any periods presented.
Deferred Income Taxes and Valuation Allowance
The Company accounts for income taxes under ASC 740, Income Taxes. Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as of November 30, 2015.
Net Income (Loss) Per Common Share
Net income (loss) per share is calculated in accordance with ASC 260, "Earnings Per Share." The weighted-average number of common shares outstanding during each period is used to compute basic earning or loss per share. Diluted earnings or loss per share is computed using the weighted average number of shares and diluted potential common shares outstanding. Dilutive potential common shares are additional common shares assumed to be exercised.
Eye On Media Network, Inc.
Notes to Condensed Consolidated Financial Statements
For the period ending November 30, 2015
(Unaudited)
Basic net income (loss) per common share is based on the weighted average number of shares of common stock outstanding at November 30, 2015. At November 30, 2015, there were 50,000,000 of preferred convertible shares that were not included because they would be anti-dilutive
Share-Based Expense
ASC 718, Compensation – Stock Compensation, prescribes accounting and reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period).
The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, Equity – Based Payments to Non-Employees. Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date.
Share-based expense for the three months ended November 30, 2015 and 2014 was $0 and $0, respectively.
Recent Accounting Pronouncements
Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements.
Note 3 - Property, Plant and Equipment
The Company has capitalized costs for property, plant and equipment as follows:
| | November 30, 2015 | | | August 31, 2015 | |
| | | | | | | | |
Production equipment | | $ | 1,715,480 | | | $ | 1,715,480 | |
Office furniture and equipment | | | 7,899 | | | | 7,899 | |
Leasehold improvements | | | 34,321 | | | | 34,321 | |
Vehicles | | | 324,104 | | | | 324,104 | |
| | | 2,081,804 | | | | 2,081,804 | |
Accumulated depreciation | | | 828,518 | | | | 743,721 | |
| | $ | 1,253,286 | | | $ | 1,338,083 | |
Depreciation for the three months ended November 30, 2015 and 2014 was $84,797, and $84,842, respectively.
Eye On Media Network, Inc.
Notes to Condensed Consolidated Financial Statements
For the period ending November 30, 2015
(Unaudited)
Note 4 - Accounts Payable
At November 30, 2015 and August 31, 2015, accounts payable was $5,175 and $1,350, respectively.
Note 5 - Income Taxes
At November 30, 2015, the Company had a net operating loss carry–forward for Federal income tax purposes of approximately $1,295,980 that may be offset against future taxable income through 2032 No tax benefit has been reported with respect to these net operating loss carry-forwards in the accompanying financial statements because the Company believes that the realization of the Company's net deferred tax assets calculated at the effective rates note below, was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry-forwards are fully offset by the valuation allowance.
Deferred tax assets consist primarily of the tax effect of NOL carry-forwards. The Company has provided a full valuation allowance on the deferred tax assets because of the uncertainty regarding its realizability.
The Company's tax expense differs from the "expected" tax expense for Federal income tax purposes (computed by applying the United States Federal tax rate of 34% and State tax rate of 3.6% to income before taxes), as follows:
| | For the Period Ended November 30, 2015 | | | For the Period Ended November 30, 2014 | |
| | | | | | | | |
Tax expense (benefit) at the statutory rate | | $ | (52,000 | ) | | $ | (33,000 | ) |
State income taxes, net of federal income tax benefit | | | (6,000 | ) | | | (3,000 | ) |
Change in valuation allowance | | | 58,000 | | | | 36,000 | |
Total | | $ | --- | | | $ | --- | |
The tax effects of the temporary differences between reportable financial statement income and taxable income are recognized as deferred tax assets and liabilities.
In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment.
At November 30, 2015 and for the year ending August 31, 2015, the Company has net operating losses from operations. The carry forwards expire through the year 2032. The Company's net operating loss carry forward may be subject to annual limitations, which could reduce or defer the utilization of the losses as a result of an ownership change as defined in Section 382 of the Internal Revenue Code. A valuation allowance has been applied due to the uncertainty of realization.
Eye On Media Network, Inc.
Notes to Condensed Consolidated Financial Statements
For the period ending November 30, 2015
(Unaudited)
The Company's net deferred tax asset as of November 30, 2015 and August 31, 2015 is as follows:
| | November 30, 2015 | | | August 31, 2015 | |
| | | | | | | | |
Deferred tax assets | | $ | 487,000 | | | $ | 429,000 | |
Valuation allowance | | | (487,000 | ) | | | (429,000 | ) |
Net deferred tax asset | | $ | --- | | | $ | --- | |
The Company is currently open to audit under the statute of limitations by the Internal Revenue Service for the period from inception ended August 31, 2013 through the year ended August 31, 2015. The Company recognizes interest and penalties related to income taxes in income tax expense. The Company had incurred no penalties and interest through the year ended August 31, 2015.
Note 6 - Equity
Preferred Stock
The Company has been authorized to issue 500,000,000 shares of $.001 par value Preferred Stock. The Board of Directors is expressly vested with the authority to divide any or all of the Preferred Stock into series and to fix and determine the relative rights and preferences of the shares of each series so established, within certain guidelines established in the Articles of Incorporation. As of November 30, 2015 there are 50,000,000 shares of Series "A" Convertible Preferred Stock issued and outstanding.
Common Stock
The Company has been authorized to issue 750,000,000 shares of common stock, $.001 par value. Each share of issued and outstanding common stock shall entitle the holder thereof to fully participate in all shareholder meetings, to cast one vote on each matter with respect to which shareholders have the right to vote, and to share ratably in all dividends and other distributions declared and paid with respect to common stock, as well as in the net assets of the corporation upon liquidation or dissolution
During the period ending November 30, 2014 the Company issued 4,000 shares of its common stock for service in the amount of $4,000.
On January 10, 2015, the Company sold 18,000 shares of its common stock to various non-related parties in exchange for cash proceeds of $18,000. The shares were sold at $1.00 per share.
On January 10, 2015, the Company issued 110,500 shares of its common stock to various non-related parties for services in the amount of $110,500. The shares were issued at $1.00 per share.
On March 8, 2015, the Company issued 40,000 restricted shares of its common stock to Uptick Capital LLC in exchange for strategic planning services, recorded at the fair market value of the share price, in the amount of $60,000.
On July 2, 2015, the Company issued 80,000 shares of common stock to a non-related party in exchange for cash proceeds of $20,000. The shares were issued at $0.25 per share.
On September 3, 2015, the Company sold 10,000 shares of common stock to a non-related party in exchange for cash proceeds of $5,000. The shares were issued at $0.50 per share.
Eye On Media Network, Inc.
Notes to Condensed Consolidated Financial Statements
For the period ending November 30, 2015
(Unaudited)
On September 18, 2015, the Company sold 50,000 shares of common stock to a non-related party in exchange for cash proceeds of $50,000. The shares were issued at $1.00 per share.
On October 2, 2015, the Company sold 125,000 shares of common stock to a non-related party in exchange for cash proceeds of $50,000. The shares were issued at $0.40 per share.
As of November 30, 2015, there are 28,175,500 shares of common stock issued and outstanding.
Options and Warrants
There are no warrants or options outstanding to acquire any additional shares of common stock of the Company as of November 30, 2015.
Note 7 - Related Party Transaction
The sole officer and director of the Company is involved in other businessactivities and may, in the future, become involved in other businessopportunities that become available. They may face a conflict in selectingbetween the Company and other business interests. The Company has not formulateda policy for the resolution of such conflicts.
The Company has been provided office space by a member of the Board of Directors at no cost. The management determined that such cost is nominal and did not recognize the rent expense in its financial statements.
The above amount is not necessarily indicative of the amount that would have been incurred had a comparable transaction been entered into with independent parties.
Note 8 - Commitments and Contingencies
From time to time the Company may be a party to litigation matters involving claims against the Company. Management believes that there are no current matters that would have a material effect on the Company's financial position or results of operations.
Note 9 - Subsequent Events
Management has evaluated subsequent events through the date the financial statements were available to be issued, considered to be the date of filing with the Securities and Exchange Commission. Based on our evaluation no events have occurred requiring adjustment to or disclosure in the financial statements.
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Note Regarding Forward Looking Statements.
This quarterly report on Form 10-Q of Eye On Media Network, Inc. for the period ended November 30, 2015 contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended ("Exchange Act"), which are intended to be covered by the safe harbors created thereby. To the extent that such statements are not recitations of historical fact, such statements constitute forward-looking statements which, by definition, involve risks and uncertainties. In particular, statements under the Sections: Description of Business, Management's Discussion and Analysis of Financial Condition and Results of Operations contain forward-looking statements. Where, in any forward-looking statement, the Company expresses an expectation or belief as to future results or events, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement of expectation or belief will result or be achieved or accomplished.
The following are factors that could cause actual results or events to differ materially from those anticipated, and include but are not limited to: general economic, financial and business conditions; changes in and compliance with governmental regulations; changes in tax laws; and the costs and effects of legal proceedings.
You should not rely on forward-looking statements in this quarterly report. This quarterly report contains forward-looking statements that involve risks and uncertainties. We use words such as "anticipates," "believes," "plans," "expects," "future," "intends," and similar expressions to identify these forward-looking statements. Prospective investors should not place undue reliance on these forward-looking statements, which apply only as of the date of this report. Our actual results could differ materially from those anticipated in these forward-looking statements for many reasons, including the risks faced by Eye On Media Network, Inc. Financial information provided in this Form 10-Q, for periods subsequent to August 31, 2015, is preliminary and remains subject to audit. As such, this information is not final or complete, and remains subject to change, possibly materially.
Our Business Overview
Eye On Media Network, Inc. is a company that was incorporated in the State of Florida on August 2, 2013. Since inception on August 2, 2013, the Company has been engaged in organizational efforts and obtaining initial financing. The Company was formed as a vehicle to pursue a business combination with an existing company. The Company selected August 31 as its fiscal year end. On September 3, 2013 we filed a Registration Statement on Form 10-12G with the United States Securities and Exchange Commission. We are a reporting company and file all reports required under sections 13 and 15d of the Securities Exchange Act of 1934. On January 22, 2014 we entered into share exchange agreements with the shareholders of Eye On South Florida, Inc. ("EOSF"), pursuant to which we acquired all of the issued and outstanding capital stock of EOSF. EOSF is now a wholly-owned subsidiary of our Company.
Implications of Being an Emerging Growth Company
We qualify as an emerging growth company as that term is used in the Jumpstart Our Business Startups Act. An emerging growth company may take advantage of specified reduced reporting and other burdens that are otherwise applicable generally to public companies. These provisions included:
| (i) | A requirement to have only two years of audited financial statements and only two years of related Management Discussion & Analysis disclosures; |
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| (ii) | Exemption from the auditor attestation requirement in the assessment of the emerging growth company's internal control over financial reporting under Section 404 of the Sarbanes-Oxley Act of 2002; |
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| (iii) | Reduced disclosure about the emerging growth company's executive compensation arrangements; and |
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| (iv) | No non-binding advisory votes on executive compensation or golden parachute arrangements. |
We have already taken advantage of these reduced reporting burdens, which are also available to us as a smaller reporting company as defined under Rule 12b-2of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933, as amended (the "Securities Act") for complying with new or revised accounting standards. We are choosing to utilize the extended transition period for complying with new or revised accounting standards under Section 102(b)(2) of the JOBS Act. This election allows our Company to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. As a result of this election, our financial statements may not be comparable to companies that comply with public company effective dates.
We could remain an emerging growth company for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenues exceed $1 billion, (ii) the date that we become a "large accelerated filer" as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of our common stock that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter, or (iii) which issued more than $1 billion in non-convertible debt during the preceding three-year period.
Business of Issuer
The Company was organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. On January 22, 2014, the Company entered into Share Exchange Agreements (collectively referred to as the "Exchange Agreement") with the shareholders ("Shareholders") of Eye On South Florida, Inc. Pursuant to the Exchange Agreement, the Shareholders agreed to exchange each of their shares of EOSF common stock (the "Target Shares") for one (1) share of restricted common stock of the Company. The Shareholders collectively held a total of 24,725,000 Target Shares. The Shareholders are all friends, business associates or family members of our sole officer and director, Jack Namer. Each Shareholder is a sophisticated investor and except as otherwise designated, was a founding member or vendor of EOSF. As of the consummation of the Exchange Agreements, EOSF became a wholly-owned subsidiary of the Company. Our principal business activities are now conducted through our operation of EOSF.
Consideration for the Exchange Agreement consisted of one share of restricted common stock of the Company for each Target Share tendered by the Shareholders in the exchange. A total of 24,725,000 shares of restricted Company common stock were issued to forty-three (43) Shareholders for the Target Shares. The receipt of the Target Shares by the Company was determined by the Company Board of Directors to constitute adequate consideration for issuance of the Company common stock as a result of the value of the assets of EOSF. Prior to the execution of the Exchange Agreement there were three million (3,000,000) shares or our common stock issued and outstanding. Upon completion of the transaction involving the Exchange Agreement, there were 27,725,000 shares of our common stock issued and outstanding. The acquisition was accounted for by the Company as a reverse merger wherein an operating, private company (Eye on South Florida, Inc.) was acquired by the Registrant, which was previously a "blank check company"
Our subsidiary, Eye On South Florida, Inc. was incorporated in the State of Florida on January 18, 2013. EOSF is actively engaged in the acquisition, development, production and distribution of television and multi-media programming content.
EOSF is generating revenue from banner advertisements on our website (www.eyeonsouthflorida.com), commercial productions, event planners, corporate videos, infomercials, public announcements, pay-per-view live broadcasted transmissions and advertisers, desiring to promote their productions, events and brands alongside the various distribution mediums. In addition, the Company is generating revenue from other production companies and/or television networks that request on-site filming and/or our original feeds with the use of our communication technology and equipment. Eye On South Florida has been assisting and providing valuable airtime pro-bono to non-profit organizations with sponsored ads, in order to promote their fund raising events for important causes in the community. Some of our clients currently include Hard Rock Hotel & Casino, AutoNation, Florida Metro Rail, Fort Lauderdale Chamber of Commerce, Shino Bay Dermatology, DelVecchio Pizza and Universal Insurance.
EOMN is distributing its content thru the available delivery companies listed below: These statistics are available on Wikipedia and Nielsen ratings.
| a. | COMCAST: the largest cable television company in the United States with over 22 million subscribers. |
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| b. | DIRECT TV, LLC: As of December 2012, DirecTV had 35.56 million subscribers. |
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| c. | DISH TV: As of October 2012, Dish TV had 13 million subscribers. |
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| d. | Roku network on September 16, 2014, announced 10 million subscribers. |
These distribution delivery companies do not include the international markets of China, South America and Africa, which we intend to target for additional distribution of our content.
The Company subsidiary, Eye On South Florida, Inc. is a fully operational television network appearing over the air on Channel 16 Florida and widely viewed on the internet and all mobile devices. The viewing area of Channel 16 extends from Vero Beach, Florida through West Palm Beach, Fort Lauderdale, Miami to Key West and west Martin County Florida which comprises approximately 2,800,000 households. We also distribute streaming content separately on the internet through our website www.channel16live.com. For example, over the weekend of April 26-27, 2014, we covered the La Martina Miami Beach Polo World Cup. There were seven different advertisers for this event that are paying us for publication of their advertisements. We currently distribute our news and event coverage content to DIRECTV, DISH TV and the Roku network. There is no written agreement with Comcast. As is customary in the industry, our content is sold through a media broker to the above networks. Our independent media buyer/broker is IHN Media Services, LLC of San Antonio, Texas. We have no ownership interest in such company. The agreement for services with IHN Media Services, LLC is verbal. The material terms are that certain services in connection with Company's planning, preparing and placing of advertising for the Company as follows:
| a. | Analyze present and potential television marketing and advertising opportunities; and |
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| b. | Provide television advertising on all cable carries including, but not limited to, Time Warner, Comcast, Cox, Verizon FIOS, Bright House Cable, Sudden Link, Grande, WOW Cable) with such services to include all broadcast stations as well as all ad-supported cable networks and syndicated programming; and |
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| c. | Provide all of its services at fair and competitive rates in markets both locally and nationally; and |
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| d. | Negotiate for appropriate weekly/monthly media schedules at the lowest possible media costs for the Company's advertising purposes; and. |
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| e. | Provide Company with written schedules of all media time placements made for the Client indicating the national and local media that is selected, and the dates, days, times, and costs of that media. Company will be given the opportunity to approve all advertising schedules for placement by Agency; and |
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| f. | Agency will provide the Company with weekly, monthly, or flight invoices for the gross amount of media time that is purchased for the Client's advertising purposes; and |
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| g. | Identify and procure clients for Company that seek advertising on its or other media networks and seek commercials that Company can produce for them for a fee. |
The Company will pay the Agency for its services on a monthly basis. Amounts paid for the Agency's services will vary from region to region where the Company's content is distributed.
For a thorough listing of the types of television content we produce visit our website at www.eyeonsouthflorida.com. Selected examples of the types of products and services we provide include:
| · | Creation of television news and event coverage content for several charities including non-profit Children's Diagnostic & Treatment Center in Ft. Lauderdale, Florida, non-profit Go Riverwalk Fort Lauderdale, non-profit Guardian Behavioral Health Foundation in Ft. Lauderdale, Florida, non-profit Seafarer's House in Ft. Lauderdale, Florida and, non-profit Unicorn Children's Foundation in Boca Raton, Florida; and |
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| · | Event coverage of various artistic and entertainment events including the Palm Beach International Film Festival 2014, the Miami International Film Festival 2014, The Sundance Film Festival 2014 in Park City, Utah and Ban Cancer Concert 2014 hosted by the Richard J. Fox Foundation, the Delray Beach Garlic Festival, the 3rd Annual Stone Crab & Seafood Festival-Ft. Lauderdale and, the 26th Annual Las Olas Art Fair – Ft. Lauderdale, and the John Offerdahl Gridiron Grill-Off 2013; and |
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| · | Creation of documentary series including "Cooking With Fire" (about firefighter cooking contest), series on human trafficking with involvement of the Wasie Foundation of Ft. Lauderdale, and a documentary series regarding Wayne and Marti Huizenga; and |
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| · | Creation of commercials for various types of businesses including, for example, attorneys, doctors, dermatologists and motor vehicle dealerships. |
Plan of Operation
Our plan of operation for the next twelve months will be to expand our client base. As we continue to grow we will need to raise additional funds. We do anticipate obtaining additional financing to fund operations through common stock offerings, to the extent available, or to obtain additional financing to the extent necessary to augment our working capital. We intend to continue to use the income from our current clients to continue to meet our operating expenses. We do not have need for the purchase of any property or equipment at this time. We will not have any significant changes in the current number of employees.
Our director has verbally agreed to continue to fund our operations as needed over the next 12 months until cash flows are sufficient to sustain operations. Pursuant to the agreement our CEO has agreed to only the return of his capital with no interest or other consideration. Thus far there has not been any need for funds beyond the $6,000 in loans previously provided to the Company by our CEO, Jack Namer. In addition, our Plan of Operation for the next twelve months is to raise capital to continue to expand our operations. Although we are not presently engaged in any capital raising activities, we anticipate that we may engage in one or more private offering of our company's securities after the completion of this offering. We would most likely rely upon the transaction exemptions from registration provided by Regulation D, Rule 506 or conduct another private offering under Section 4(2) of the Securities Act of 1933. See "Note 2 – Going Concern" in our financial statements for additional information as to the possibility that we may not be able to continue as a "going concern."
While a strategic and wisely executed marketing campaign is key to expanding our customer base; providing new, cutting-edge, innovative strategies developed and implemented for our clients, will provide a solid platform upon which our operations will continue to grow and deliver long-term success. There is no guarantee that we will be able to fund the Company's expenses out of operations. In that case our CEO has agreed to fund the projects. We also will most likely rely upon the transaction exemptions from registration provided by Regulation D, Rule 506 or conduct another private offering under Section 4(2) of the Securities Act of 1933.
Results of Operations for the three months ended November 30, 2015 and 2014.
Revenues.
Total Revenue. Total revenues for the three months ended November 30, 2015 and 2014 were $10,950 and $5,754, respectively. Revenues were the result of operations.
Expenses.
Total Expenses. Total expenses for the three months ended November 30, 2015 and 2014 were $164,645 and $102,028, respectively. Total expenses included contractor costs of $7,935 and $9,120, respectively; professional fees of $52,891 and $1,897, respectively; general and administrative of $19,022 and $6,169, respectively; and depreciationof $84,797 and $84,842, respectively. Contractor cost decreased by approximately 13%. This decrease was due to the Company being more proficient in their editing and production process. Professional fees increased by approximately 2,688%. This increase was due to the Company incurring investment banking fees associated with efforts to bring institutional investors to their stock. This expense is not an ongoing part of operations. The increase was also due to an increase in consulting fees directly related to operations. General and administrative fees increased by approximately 208%. This is the of an increase in production cost directly related to operations.
Financial Condition.
Total Assets. Total assets at November 30, 2015 and August 31, 2015 were $1,300,580 and $1,345,450, respectively. Total assets consist of cash of $47,294 and $7,367, respectively; and property and equipment, net of depreciation in the amount of $1,253,286 and $1,338,083, respectively. The property and equipment was acquired through the issuance of stock.
Total Liabilities. Total liabilities at November 30, 2015 and August 31, 2014 were $5,175 and $1,350, respectively. Total liabilities consist entirely to accounts payable.
Liquidity and Capital Resources.
The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern which contemplates, among other things, the realization of assets and satisfaction of liabilities in the ordinary course of business.
The Company sustained a loss for the three months ended November 30, 2015 of $153,695 as compared to the loss for the three months ended November 30, 2014 of $96,274. In addition, the Company has an accumulated deficit of $1,295,980 at November 30, 2015. Because of the absence of positive cash flows from operations, the Company will require additional funding for continuing the development and marketing of products. These factors raise substantial doubt about the Company's ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.
We are presently able to meet our obligations as they come due. At November 30, 2015 we had working capital of $42,119. Our working capital is expected to be used in operations.
Net cash used in operating activities for the three months ended November 30, 2015 and 2014 was ($65,073) and ($10,301), respectively. Net cash used in operating activities is our net loss, less depreciation and amortization, shares issued for services and further adjusted by increases and decreases in certain assets and liabilities. Cash for operating activities was provided by operating activities.
Net cash provided by financing activities for the three months ended November 30, 2015 and 2014 was $105,000 and $0, respectively. Net cash provided by financing for the three months ended November 30, 2015 included proceeds from the issuance of common stock of $105,000.
We anticipate that our future liquidity requirements will arise from the need to fund our growth from operations, pay current obligations and future capital expenditures. The primary sources of funding for such requirements are expected to be cash generated from operations and raising additional funds from the private sources and/or debt financing. However, we can provide no assurances that we will be able to generate sufficient cash flow from operations and/or obtain additional financing on terms satisfactory to us, if at all, to remain a going concern. Our continuation as a going concern is dependent upon our ability to generate sufficient cash flow to meet our obligations on a timely basis and ultimately to attain profitability. Our Plan of Operation for the next twelve months is to raise capital to continue to expand our operations and to seek merger candidates and/or acquisitions. Although we are not presently engaged in any capital raising activities, we anticipate that we may engage in one or more private offering of our company's securities. We would most likely rely upon the transaction exemptions from registration provided by Regulation D, Rule 506 or conduct another private offering under Section 4(2) of the Securities Act of 1933. See "Note 2 – Going Concern" in our financial statements for additional information as to the possibility that we may not be able to continue as a "going concern."
We have no known demands or commitments and are not aware of any events or uncertainties that will result in or that are reasonably likely to materially increase or decrease our current liquidity.
We are not aware of any trends or known demands, commitments, events or uncertainties that will result in or that are reasonably likely to result in material increases or decreases in liquidity.
We had no material commitments for capital expenditures as of November 30, 2015.
Off-Balance Sheet Arrangements.
We have made no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
We are a Smaller Reporting Company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
Item 4. Controls and Procedures.
Evaluation of disclosure controls and procedures.
The management of the Company is responsible for establishing and maintaining adequate disclosure controls and procedures. The Company's disclosure controls and procedures is a process designed under the supervision of the Company's Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company's financial statements for external purposes in accordance with U.S. generally accepted accounting principles.
With respect to the period ending November 30, 2015, under the supervision and with the participation of our management, we conducted an evaluation of the effectiveness of the design and operations of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934.
Based upon our evaluation regarding the period ending November 30, 2015, the Company's management, including its Principal Executive Officer and Principal Financial Officer, has concluded that its disclosure controls and procedures were not effective due to the Company's limited internal resources and lack of ability to have multiple levels of transaction review. Material weaknesses noted are lack of an audit committee, lack of a majority of outside directors on the board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; and management is dominated by two individuals, without adequate compensating controls. Through the use of external consultants and the review process, management believes that the financial statements and other information presented herewith are materially correct.
Changes in internal control over financial reporting
We have not made any significant changes to our internal controls subsequent to the Evaluation Date. We have not identified any significant deficiencies or material weaknesses or other factors that could significantly affect these controls, and therefore, no corrective action was taken.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 1A. Risk Factors
We are a Smaller Reporting Company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Set forth below is information regarding the issuance and sales of Eye On Media Network, Inc. capital stock without registration during the reporting periods. No sales involved the use of an underwriter and no commissions were paid in connection with the sale of any securities. The shares of our capital stock were issued pursuant to Section 4(2) of the Securities Act of 1933 and the exempt transaction provisions of applicable state law.
During the period ending November 30, 2014 the Company issued 4,000 shares of its common stock for service in the amount of $4,000.
On January 10, 2015, the Company sold 18,000 shares of its common stock to various non-related parties in exchange for cash proceeds of $18,000. The shares were sold at $1.00 per share.
On January 10, 2015, the Company issued 110,500 shares of its common stock to various non-related parties for services in the amount of $110,500. The shares were issued at $1.00 per share.
On March 8, 2015, the Company issued 40,000 restricted shares of its common stock to Uptick Capital LLC in exchange for strategic planning services, recorded at the fair market value of the share price, in the amount of $60,000.
On July 2, 2015, the Company issued 80,000 shares of common stock to a non-related party in exchange for cash proceeds of $20,000. The shares were issued at $0.25 per share.
On September 3, 2015, the Company sold 10,000 shares of common stock to a non-related party in exchange for cash proceeds of $5,000. The shares were issued at $0.50 per share.
On September 18, 2015, the Company sold 50,000 shares of common stock to a non-related party in exchange for cash proceeds of $50,000. The shares were issued at $1.00 per share.
On October 2, 2015, the Company sold 125,000 shares of common stock to a non-related party in exchange for cash proceeds of $50,000. The shares were issued at $0.40 per share.
As of November 30, 2015, there are 28,175,500 shares of common stock issued and outstanding.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosure
Not applicable.
Item 5. Other Information.
None
Item 6. Exhibits
Exhibit Number and Description | | Location Reference |
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(a) | Consolidated financial Statements | | Filed Herewith |
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(b) | Exhibits required by Item 601, Regulation SB; | | |
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| (3.0) | Articles of Incorporation | | |
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| | (3.1) | Initial Articles of Incorporation filed ith Form 10 Registration Statement on September 3, 2013 | | See Exhibit Key |
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| | (3.2) | Amendment to Articles of Incorporation filed with Form 8-K/A No. 2 on April 11, 2014 | | See Exhibit Key |
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| | (3.3) | Bylaws filed with Form 10 Registration Statement on September 3, 2013 | | See Exhibit Key |
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| (10.0) | Share Exchange Agreement filed With Form 8-K on January 27, 2014 | | See Exhibit Key |
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| (11.0) | Statement re: computation of per share Earnings | | Note 2 to Financial Stmts |
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| (14.0) | Code of Ethics filed with Form 10-Q on January 14, 2014 | | See Exhibit Key |
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| (21.0) | List of Subsidiaries Filed with Form 10-K on January 27, 2014 | | See Exhibit Key |
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| (31.1) | Certificate of Principal Executive Officer and Principal Financial and Accounting Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | | Filed herewith |
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| (32.1) | Certification of Principal Executive Officer and Principal Financial and Accounting Officer pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | | Filed herewith |
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(101.INS) | | XBRL Instance Document | | Filed herewith |
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(101.SCH) | | XBRL Taxonomy Ext. Schema Document | | Filed herewith |
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(101.CAL) | | XBRL Taxonomy Ext. Calculation Linkbase Document | | Filed herewith |
| | | | | |
(101.DEF) | | XBRL Taxonomy Ext. Definition Linkbase Document | | Filed herewith |
| | | | | |
(101.LAB) | | XBRL Taxonomy Ext. Label Linkbase Document | | Filed herewith |
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(101.PRE) | | XBRL Taxonomy Ext. Presentation Linkbase Document | | Filed herewith |
Exhibit Key | | |
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3.1 | | Incorporated by reference herein to the Company's Form 10 Registration Statement filed with the Securities and Exchange Commission on September 3, 2013. |
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3.2 | | Incorporated by reference herein to the Company's Form 8-K filed with the Securities and Exchange Commission on April 11, 2014. |
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3.3 | | Incorporated by reference herein to the Company's Form 10 Registration Statement filed with the Securities and Exchange Commission on September 3, 2013. |
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10.0 | | Incorporated by reference herein to the Company's Form 8-K filed with the Securities and Exchange Commission on January 27, 2014. |
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14.0 | | Incorporated by reference herein to the Company's Form 10-Q filed with the Securities and Exchange Commission on January 14, 2014. |
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21.0 | | Incorporated by reference herein to the Company's Form 8-K filed with the Securities and Exchange Commission on January 27, 2014. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| EYE ON MEDIA NETWORK, INC. | |
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Date: January 12, 2016 | By: | /s/ Jack Namer | |
| | Jack Namer Principal Executive Officer Principal Financial and Accounting Officer | |
23
EXHIBIT 31.1
CERTIFICATION PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
Certification of Chief Executive Officer, Chief Financial and Accounting Officer
I, Jack Namer, certify that:
1. | I have reviewed this Quarterly report on Form 10-Q of Eye On Media Network, Inc.; |
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2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
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3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
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4. | The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
| (a). | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
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| (b). | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
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| (c). | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
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| (d). | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
| (a). | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
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| (b). | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
| EYE ON MEDIA NETWORK, INC. | |
| | | |
Date: January 12, 2016 | By: | /s/ Jack Namer | |
| | Jack Namer | |
| | Chief Executive Officer Chief Financial Officer Chief Accounting Officer | |
EXHIBIT 32.1
Certification of Chief Executive Officer
and Chief Financial and Accounting Officer
Pursuant to 18 U.S.C. SECTION 1350
In connection with the Quarterly Report of Eye On Media Network, Inc., (the "Company") on Form 10-Q for the period ending November 30, 2015 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Jack Namer, Chief Executive Officer and Chief Financial and Accounting Officer of the Company, certify, to my knowledge that:
| (i). | the accompanying Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and |
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| (ii). | the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods covered by the Report. |
It is not intended that this statement be deemed to be filed for purposes of the Security Exchange Act of 1934.
| EYE ON MEDIA NETWORK, INC. | |
| | | |
Date: January 12, 2016 | By: | /s/ Jack Namer | |
| | Jack Namer | |
| | Chief Executive Officer Chief Financial Officer Chief Accounting Officer | |
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v3.3.1.900
Condensed Consolidated Balance Sheets - USD ($)
|
Nov. 30, 2015 |
Aug. 31, 2015 |
Current Assets |
|
|
Cash and cash equivalents |
$ 47,294
|
$ 7,367
|
Property and equipment, net of accumulated depreciation of $828,518 and $743,721, respectively |
1,253,286
|
1,338,083
|
TOTAL ASSETS |
1,300,580
|
1,345,450
|
Current Liabilities |
|
|
Accounts payable |
5,175
|
1,350
|
Total current liabilities |
5,175
|
1,350
|
TOTAL LIABILITIES |
5,175
|
1,350
|
STOCKHOLDERS' EQUITY |
|
|
Preferred stock: 500,000,000 authorized; $0.001 par value, 50,000,000 and 50,000,000 shares issued and outstanding, respectively |
50,000
|
50,000
|
Common stock: 750,000,000 authorized; $0.001 par value, 28,175,500 and 27,990,500 shares issued and outstanding, respectively |
28,175
|
27,990
|
Additional paid-in capital |
2,513,210
|
2,408,395
|
Accumulated deficit |
(1,295,980)
|
(1,142,285)
|
Total Stockholders' Equity |
1,295,405
|
1,344,100
|
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY |
$ 1,300,580
|
$ 1,345,450
|
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v3.3.1.900
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
|
Nov. 30, 2015 |
Aug. 31, 2015 |
Condensed Consolidated Balance Sheets Parenthetical |
|
|
Property and equipment, net of accumulated depreciation |
$ 828,518
|
$ 743,721
|
Preferred stock, Par value |
$ 0.001
|
$ 0.001
|
Preferred stock, Shares authorized |
500,000,000
|
500,000,000
|
Preferred stock, Shares issued |
50,000,000
|
50,000,000
|
Preferred stock, Shares outstanding |
50,000,000
|
50,000,000
|
Common Stock, Par value |
$ 0.001
|
$ 0.001
|
Common Stock, Shares authorized |
750,000,000
|
750,000,000
|
Common Stock, Shares issued |
28,175,500
|
27,990,500
|
Common Stock, Shares outstanding |
28,175,500
|
27,990,500
|
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v3.3.1.900
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
|
3 Months Ended |
Nov. 30, 2015 |
Nov. 30, 2014 |
Condensed Consolidated Statements Of Operations |
|
|
Revenues |
$ 10,950
|
$ 5,754
|
Operating Expenses: |
|
|
Contractor costs |
7,935
|
9,120
|
Professional fees |
52,891
|
1,897
|
General and administrative |
19,022
|
6,169
|
Depreciation and amortization |
84,797
|
84,842
|
Total Operating Expenses |
164,645
|
102,028
|
Net loss from operations |
(153,695)
|
(96,274)
|
Net loss |
$ (153,695)
|
$ (96,274)
|
Basic and diluted loss per share |
$ (0.01)
|
$ 0.00
|
Weighted average number of shares outstanding |
28,121,324
|
27,741,956
|
X |
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v3.3.1.900
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
|
3 Months Ended |
Nov. 30, 2015 |
Nov. 30, 2014 |
CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
Net loss |
$ (153,695)
|
$ (96,274)
|
Adjustment to reconcile net loss to net cash provided in operations: |
|
|
Depreciation and amortization |
$ 84,797
|
84,842
|
Bad debt expense |
|
(100)
|
Stock issued for service provided |
|
4,000
|
Changes in assets and liabilities: |
|
|
Accounts receivable, net allowance for doubtful accounts |
|
1,000
|
Accounts payable |
$ 3,825
|
(3,769)
|
Net Cash Used in Operating Activities |
(65,073)
|
$ (10,301)
|
CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
Proceeds from sale of common stock |
105,000
|
|
Net Cash Provided by Financing Activities |
105,000
|
|
Net increase (decrease) in cash and cash equivalents |
39,927
|
$ (10,301)
|
Cash and cash equivalents at beginning of period |
7,367
|
10,600
|
Cash and cash equivalents at end of period |
$ 47,294
|
$ 299
|
Supplemental cash flow information |
|
|
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|
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|
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v3.3.1.900
Nature of Operations and Principles of Consolidation
|
3 Months Ended |
Nov. 30, 2015 |
Notes to Financial Statements |
|
Note 1- Nature of Operations and Principles of Consolidation |
EYE
ON MEDIA NETWORK INC. ("EYE" or the "Company") was incorporated in Florida on August 2, 2013, with an objective
to acquire, or merge with, an operating business. On January 22, 2014 the Company acquired an operating company, Eye on South
Florida in a reverse merger.
Eye
on South Florida, Inc. (EOSF), a corporation, was chartered in the State of Florida on January 18, 2013 as a media organization
for the purpose of providing television services as an independent producer and distributor of television programming locally
and nationally. The programming is based on content that is produced and filmed in South Florida, on subjects that are relevant
to the South Florida area.
As
of January 22, 2014, the Company is in the business of providing television services to areas around the state and the country.
These
consolidated financial statements include the activity of Eye on South Florida from inception (January 18, 2013) and the activity
of Eye on Media Network as of January 22, 2014, the date of the reverse merger. The balance sheet as of November 30, 2015 and
August 31, 2015 contains the combined accounts both companies.
All
significant intercompany balances and transactions have been elimminated in consolidation.
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Significant Accounting Policies
|
3 Months Ended |
Nov. 30, 2015 |
Notes to Financial Statements |
|
Note 2 - Significant Accounting Policies |
Going
Concern
The
Company's consolidated financial statements are prepared using accounting principles generally accepted in the United States of
America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal
course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating cost and
allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company
obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital,
it could be forced, to cease operations.
In
order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan
to obtain such resources for the Company include, obtaining capital from management and significant stockholders sufficient to
meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing
any of its plans.
There
is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available
will be obtainable on terms satisfactory to the Company. In addition, profitability will ultimately depend upon the level of revenues
received from business operations. However, there is no assurance that the Company will attain profitability. The accompanying
financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
Unaudited
Interim Consolidated Financial Statements
The
accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles
in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly,
the consolidated financial statements do not include all of the information and footnotes required by generally accepted accounting
principles for complete financial statements. The interim financial statements should be read in conjunction with the annual financial
statements included in the Form 10K as of August 31, 2015 and filed with the Securities and Exchange Commission on November 12,
2015.
In
the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods
presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the
financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative
of operations for a full year.
Basis
of Presentation and Use of Estimates
The
Company prepares its consolidated financial statements in conformity with accounting principles generally accepted in the United
States of America ("GAAP"), which require management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and reported
amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Fiscal
Year End
The
Company elected August 31 as its fiscal year ending date.
Cash
Flows Reporting
The
Company follows ASC 230, Statement of Cash Flows, for cash flows reporting, classifies cash receipts and payments according to
whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect
or reconciliation method ("Indirect method") as defined by ASC 230, Statement of Cash Flows, to report net cash flow
from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects
of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts
and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments.
Financial
Instruments
The
Company's balance sheet includes certain financial instruments, including cash and accounts payable. The carrying amounts of current
assets and current liabilities approximate their fair value because of the relatively short period of time between the origination
of these instruments and their expected realization.
ASC
820, Fair Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset
or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an
orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that
distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources
(observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best
information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which
gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the
lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:
Level 1 |
Unadjusted quoted prices
in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. |
|
|
Level 2 |
Inputs other than quoted prices included
within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for
similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that
are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and
inputs that are derived principally from or corroborated by observable market data by correlation or other means. |
|
|
Level 3 |
Inputs that are both significant to
the fair value measurement and unobservable. |
Fair
value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as
of November 30, 2015. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair
values due to the short-term nature of these instruments.
Cash
and Cash Equivalents
The
Company considers all highly liquid investments with an original maturity of three months or less at the date of acquisition to
be cash equivalents. Cash and cash equivalents totaled $47,294 at November 30, 2015 and $7,367 at August 31, 2015.
Revenue
Recognition
The
Company recognizes revenue when it is realized or realizable and earned.
The
Company considers revenue realized or realizable and earned when all of the following criteria are met:
|
o
|
persuasive
evidence of an arrangement exists |
|
|
|
|
o
|
the
product has been shipped or the services have been rendered to the customer |
|
|
|
|
o
|
the
sales price is fixed or determinable |
|
|
|
|
o
|
collectability
is reasonably assured. |
The
Company generates revenue through four processes: (1) Media Production, (2) Commercial Production, Distribution and (3) Advertising
Sales and Distribution (4) Live Broadcasting of Events.
|
· |
Revenue
for media production of original content. The company recognizes a sale when the production is completed and ready for distribution.
The burden of distribution and risk of loss has passed to the customer. |
|
|
|
|
· |
Revenue
for production of television grade HD Commercials. Revenue is recognized when the services have been performed and passed
on to the customer. |
|
|
|
|
· |
Revenue
for distribution of commercials and content service fees is recognized ratably over the term of the advertising agreement. |
|
|
|
|
· |
Revenue
for live broadcasting of original content. The company recognizes a sale when the live broadcast / production is contracted
and completed. The burden of distribution and risk of loss has passed to the customer. |
Property
and Equipment
Property
and equipment is stated at cost. Depreciation is computed by the straight-line method over estimated useful lives.
Long-lived
assets such as property, equipment and identifiable intangibles are reviewed for impairment at least annually or whenever facts
and circumstances indicate that the carrying value may not be recoverable. When required, impairment losses on assets to be held
and used are recognized based on the fair value of the asset. The fair value is determined based on estimates of future cash flows,
market value of similar assets, if available, or independent appraisals, if required. If the carrying amount of the long-lived
asset is not recoverable, an impairment loss is recognized for the difference between the carrying amount and fair value of the
asset. The Company did not recognize any impairment losses for any periods presented.
Deferred
Income Taxes and Valuation Allowance
The
Company accounts for income taxes under ASC 740, Income Taxes. Under the asset and liability method of ASC 740, deferred
tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements
carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured
using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to
be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in
the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not
that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized
as of November 30, 2015.
Net
Income (Loss) Per Common Share
Net
income (loss) per share is calculated in accordance with ASC 260, "Earnings Per Share." The weighted-average number
of common shares outstanding during each period is used to compute basic earning or loss per share. Diluted earnings or loss per
share is computed using the weighted average number of shares and diluted potential common shares outstanding. Dilutive potential
common shares are additional common shares assumed to be exercised.
Basic
net income (loss) per common share is based on the weighted average number of shares of common stock outstanding at November 30,
2015. At November 30, 2015, there were 50,000,000 of preferred convertible shares that were not included because they would be
anti-dilutive
Share-Based
Expense
ASC
718, Compensation Stock Compensation, prescribes accounting and reporting standards for all share-based payment
transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue
shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based
payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements
based on their fair values. That expense is recognized over the period during which an employee is required to provide services
in exchange for the award, known as the requisite service period (usually the vesting period).
The
Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC
505-50, Equity Based Payments to Non-Employees. Measurement of share-based payment transactions with non-employees
is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments
issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance
completion date.
Share-based
expense for the three months ended November 30, 2015 and 2014 was $0 and $0, respectively.
Recent
Accounting Pronouncements
Management
does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material
effect on the accompanying financial statements.
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v3.3.1.900
Property, Plant and Equipment
|
3 Months Ended |
Nov. 30, 2015 |
Notes to Financial Statements |
|
Note 3 - Property, Plant and Equipment |
The
Company has capitalized costs for property, plant and equipment as follows:
|
|
November
30,
2015 |
|
|
August
31,
2015 |
|
Production equipment |
|
$ |
1,715,480 |
|
|
$ |
1,715,480 |
|
Office furniture
and equipment |
|
|
7,899 |
|
|
|
7,899 |
|
Leasehold improvements |
|
|
34,321 |
|
|
|
34,321 |
|
Vehicles |
|
|
324,104 |
|
|
|
324,104 |
|
|
|
|
2,081,804 |
|
|
|
2,081,804 |
|
Accumulated depreciation |
|
|
828,518 |
|
|
|
743,721 |
|
|
|
$ |
1,253,286 |
|
|
$ |
1,338,083 |
|
Depreciation for the three months ended November 30,
2015 and 2014 was $84,797, and $84,842, respectively.
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Income Taxes
|
3 Months Ended |
Nov. 30, 2015 |
Notes to Financial Statements |
|
Note 5 - Income Taxes |
At
November 30, 2015, the Company had a net operating loss carryforward for Federal income tax purposes of approximately $1,295,980
that may be offset against future taxable income through 2032 No tax benefit has been reported with respect to these net operating
loss carry-forwards in the accompanying financial statements because the Company believes that the realization of the Company's
net deferred tax assets calculated at the effective rates note below, was not considered more likely than not and accordingly,
the potential tax benefits of the net loss carry-forwards are fully offset by the valuation allowance.
Deferred
tax assets consist primarily of the tax effect of NOL carry-forwards. The Company has provided a full valuation allowance on the
deferred tax assets because of the uncertainty regarding its realizability.
The
Company's tax expense differs from the "expected" tax expense for Federal income tax purposes (computed by applying
the United States Federal tax rate of 34% and State tax rate of 3.6% to income before taxes), as follows:
|
|
For
the Period Ended
November
30,
2015 |
|
|
For
the Period Ended
November
30,
2014 |
|
Tax
expense (benefit) at the statutory rate |
|
$ |
(52,000 |
) |
|
$ |
(33,000 |
) |
State income taxes,
net of federal income tax benefit |
|
|
(6,000 |
) |
|
|
(3,000 |
) |
Change in valuation
allowance |
|
|
58,000 |
|
|
|
36,000 |
|
Total |
|
$ |
--- |
|
|
$ |
--- |
|
The
tax effects of the temporary differences between reportable financial statement income and taxable income are recognized as deferred
tax assets and liabilities.
In
assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion
or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the
generation of future taxable income during the periods in which those temporary differences become deductible. Management considers
the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this
assessment.
At
November 30, 2015 and for the year ending August 31, 2015, the Company has net operating losses from operations. The carry forwards
expire through the year 2032. The Company's net operating loss carry forward may be subject to annual limitations, which could
reduce or defer the utilization of the losses as a result of an ownership change as defined in Section 382 of the Internal Revenue
Code. A valuation allowance has been applied due to the uncertainty of realization.
The
Company's net deferred tax asset as of November 30, 2015 and August 31, 2015 is as follows:
|
|
November
30,
2015 |
|
|
August
31,
2015 |
|
Deferred
tax assets |
|
$ |
487,000 |
|
|
$ |
429,000 |
|
Valuation allowance |
|
|
(487,000 |
) |
|
|
(429,000 |
) |
Net deferred tax
asset |
|
$ |
--- |
|
|
$ |
--- |
|
The
Company is currently open to audit under the statute of limitations by the Internal Revenue Service for the period from inception
ended August 31, 2013 through the year ended August 31, 2015. The Company recognizes interest and penalties related to income
taxes in income tax expense. The Company had incurred no penalties and interest through the year ended August 31, 2015.
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- DefinitionThe entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.
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v3.3.1.900
Equity
|
3 Months Ended |
Nov. 30, 2015 |
Notes to Financial Statements |
|
Note 6 - Equity |
Preferred
Stock
The
Company has been authorized to issue 500,000,000 shares of $.001 par value Preferred Stock. The Board of Directors is expressly
vested with the authority to divide any or all of the Preferred Stock into series and to fix and determine the relative rights
and preferences of the shares of each series so established, within certain guidelines established in the Articles of Incorporation.
As of November 30, 2015 there are 50,000,000 shares of Series "A" Convertible Preferred Stock issued and outstanding.
Common
Stock
The
Company has been authorized to issue 750,000,000 shares of common stock, $.001 par value. Each share of issued and outstanding
common stock shall entitle the holder thereof to fully participate in all shareholder meetings, to cast one vote on each matter
with respect to which shareholders have the right to vote, and to share ratably in all dividends and other distributions declared
and paid with respect to common stock, as well as in the net assets of the corporation upon liquidation or dissolution
During
the period ending November 30, 2014 the Company issued 4,000 shares of its common stock for service in the amount of $4,000.
On
January 10, 2015, the Company sold 18,000 shares of its common stock to various non-related parties in exchange for cash proceeds
of $18,000. The shares were sold at $1.00 per share.
On
January 10, 2015, the Company issued 110,500 shares of its common stock to various non-related parties for services in the amount
of $110,500. The shares were issued at $1.00 per share.
On
March 8, 2015, the Company issued 40,000 restricted shares of its common stock to Uptick Capital LLC in exchange for strategic
planning services, recorded at the fair market value of the share price, in the amount of $60,000.
On
July 2, 2015, the Company issued 80,000 shares of common stock to a non-related party in exchange for cash proceeds of $20,000.
The shares were issued at $0.25 per share.
On
September 3, 2015, the Company sold 10,000 shares of common stock to a non-related party in exchange for cash proceeds of $5,000.
The shares were issued at $0.50 per share.
On
September 18, 2015, the Company sold 50,000 shares of common stock to a non-related party in exchange for cash proceeds of $50,000.
The shares were issued at $1.00 per share.
On
October 2, 2015, the Company sold 125,000 shares of common stock to a non-related party in exchange for cash proceeds of $50,000.
The shares were issued at $0.40 per share.
As
of November 30, 2015, there are 28,175,500 shares of common stock issued and outstanding.
Options
and Warrants
There
are no warrants or options outstanding to acquire any additional shares of common stock of the Company as of November 30, 2015.
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- DefinitionThe entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.
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v3.3.1.900
Related Party Transaction
|
3 Months Ended |
Nov. 30, 2015 |
Notes to Financial Statements |
|
Note 7 - Related Party Transaction |
The
sole officer and director of the Company is involved in other businessactivities and may, in the future, become involved in other
businessopportunities that become available. They may face a conflict in selectingbetween the Company and other business interests.
The Company has not formulateda policy for the resolution of such conflicts.
The
Company has been provided office space by a member of the Board of Directors at no cost. The management determined that such cost
is nominal and did not recognize the rent expense in its financial statements.
The
above amount is not necessarily indicative of the amount that would have been incurred had a comparable transaction been entered
into with independent parties.
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Commitments and Contingencies
|
3 Months Ended |
Nov. 30, 2015 |
Notes to Financial Statements |
|
Note 8 - Commitments and Contingencies |
From
time to time the Company may be a party to litigation matters involving claims against the Company. Management believes that there
are no current matters that would have a material effect on the Company's financial position or results of operations.
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v3.3.1.900
Subsequent Events
|
3 Months Ended |
Nov. 30, 2015 |
Notes to Financial Statements |
|
Note 9 - Subsequent Events |
Management
has evaluated subsequent events through the date the financial statements were available to be issued, considered to be the date
of filing with the Securities and Exchange Commission. Based on our evaluation no events have occurred requiring adjustment to
or disclosure in the financial statements.
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- DefinitionThe entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business.
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v3.3.1.900
Significant Accounting Policies (Policies)
|
3 Months Ended |
Nov. 30, 2015 |
Significant Accounting Policies Policies |
|
Going Concern |
The
Company's consolidated financial statements are prepared using accounting principles generally accepted in the United States of
America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal
course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating cost and
allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company
obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital,
it could be forced, to cease operations.
In
order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan
to obtain such resources for the Company include, obtaining capital from management and significant stockholders sufficient to
meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing
any of its plans.
There
is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available
will be obtainable on terms satisfactory to the Company. In addition, profitability will ultimately depend upon the level of revenues
received from business operations. However, there is no assurance that the Company will attain profitability. The accompanying
financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
|
Unaudited Interim Consolidated Financial Statements |
The
accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles
in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly,
the consolidated financial statements do not include all of the information and footnotes required by generally accepted accounting
principles for complete financial statements. The interim financial statements should be read in conjunction with the annual financial
statements included in the Form 10K as of August 31, 2015 and filed with the Securities and Exchange Commission on November 12,
2015.
In
the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods
presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the
financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative
of operations for a full year.
|
Basis of Presentation and Use of Estimates |
The
Company prepares its consolidated financial statements in conformity with accounting principles generally accepted in the United
States of America ("GAAP"), which require management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and reported
amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
|
Fiscal Year End |
The
Company elected August 31 as its fiscal year ending date.
|
Cash Flows Reporting |
The
Company follows ASC 230, Statement of Cash Flows, for cash flows reporting, classifies cash receipts and payments according to
whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect
or reconciliation method ("Indirect method") as defined by ASC 230, Statement of Cash Flows, to report net cash flow
from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects
of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts
and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments.
|
Financial Instruments |
The
Company's balance sheet includes certain financial instruments, including cash and accounts payable. The carrying amounts of current
assets and current liabilities approximate their fair value because of the relatively short period of time between the origination
of these instruments and their expected realization.
ASC
820, Fair Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset
or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an
orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that
distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources
(observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best
information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which
gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the
lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:
Level 1 |
Unadjusted quoted prices
in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. |
|
|
Level 2 |
Inputs other than quoted prices included
within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for
similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that
are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and
inputs that are derived principally from or corroborated by observable market data by correlation or other means. |
|
|
Level 3 |
Inputs that are both significant to
the fair value measurement and unobservable. |
Fair
value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as
of November 30, 2015. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair
values due to the short-term nature of these instruments.
|
Cash and Cash Equivalents |
The
Company considers all highly liquid investments with an original maturity of three months or less at the date of acquisition to
be cash equivalents. Cash and cash equivalents totaled $47,294 at November 30, 2015 and $7,367 at August 31, 2015.
|
Revenue Recognition |
The
Company recognizes revenue when it is realized or realizable and earned.
The
Company considers revenue realized or realizable and earned when all of the following criteria are met:
|
o
|
persuasive
evidence of an arrangement exists |
|
|
|
|
o
|
the
product has been shipped or the services have been rendered to the customer |
|
|
|
|
o
|
the
sales price is fixed or determinable |
|
|
|
|
o
|
collectability
is reasonably assured. |
The
Company generates revenue through four processes: (1) Media Production, (2) Commercial Production, Distribution and (3) Advertising
Sales and Distribution (4) Live Broadcasting of Events.
|
· |
Revenue
for media production of original content. The company recognizes a sale when the production is completed and ready for distribution.
The burden of distribution and risk of loss has passed to the customer. |
|
|
|
|
· |
Revenue
for production of television grade HD Commercials. Revenue is recognized when the services have been performed and passed
on to the customer. |
|
|
|
|
· |
Revenue
for distribution of commercials and content service fees is recognized ratably over the term of the advertising agreement. |
|
|
|
|
· |
Revenue
for live broadcasting of original content. The company recognizes a sale when the live broadcast / production is contracted
and completed. The burden of distribution and risk of loss has passed to the customer. |
|
Property and Equipment |
Property
and equipment is stated at cost. Depreciation is computed by the straight-line method over estimated useful lives.
Long-lived
assets such as property, equipment and identifiable intangibles are reviewed for impairment at least annually or whenever facts
and circumstances indicate that the carrying value may not be recoverable. When required, impairment losses on assets to be held
and used are recognized based on the fair value of the asset. The fair value is determined based on estimates of future cash flows,
market value of similar assets, if available, or independent appraisals, if required. If the carrying amount of the long-lived
asset is not recoverable, an impairment loss is recognized for the difference between the carrying amount and fair value of the
asset. The Company did not recognize any impairment losses for any periods presented.
|
Deferred Income Taxes and Valuation Allowance |
The
Company accounts for income taxes under ASC 740, Income Taxes. Under the asset and liability method of ASC 740, deferred
tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements
carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured
using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to
be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in
the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not
that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized
as of November 30, 2015.
|
Net Income (Loss) Per Common Share |
Net
income (loss) per share is calculated in accordance with ASC 260, "Earnings Per Share." The weighted-average number
of common shares outstanding during each period is used to compute basic earning or loss per share. Diluted earnings or loss per
share is computed using the weighted average number of shares and diluted potential common shares outstanding. Dilutive potential
common shares are additional common shares assumed to be exercised.
Basic
net income (loss) per common share is based on the weighted average number of shares of common stock outstanding at November 30,
2015. At November 30, 2015, there were 50,000,000 of preferred convertible shares that were not included because they would be
anti-dilutive
|
Share-Based Expense |
ASC
718, Compensation Stock Compensation, prescribes accounting and reporting standards for all share-based payment
transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue
shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based
payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements
based on their fair values. That expense is recognized over the period during which an employee is required to provide services
in exchange for the award, known as the requisite service period (usually the vesting period).
The
Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC
505-50, Equity Based Payments to Non-Employees. Measurement of share-based payment transactions with non-employees
is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments
issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance
completion date.
Share-based
expense for the three months ended November 30, 2015 and 2014 was $0 and $0, respectively.
|
Recent Accounting Pronouncements |
Management
does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material
effect on the accompanying financial statements.
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v3.3.1.900
Property, Plant and Equipment (Tables)
|
3 Months Ended |
Nov. 30, 2015 |
Property Plant And Equipment Tables |
|
Capitalized costs for property, plant and equipment |
|
|
November
30,
2015 |
|
|
August
31,
2015 |
|
Production equipment |
|
$ |
1,715,480 |
|
|
$ |
1,715,480 |
|
Office furniture
and equipment |
|
|
7,899 |
|
|
|
7,899 |
|
Leasehold improvements |
|
|
34,321 |
|
|
|
34,321 |
|
Vehicles |
|
|
324,104 |
|
|
|
324,104 |
|
|
|
|
2,081,804 |
|
|
|
2,081,804 |
|
Accumulated depreciation |
|
|
828,518 |
|
|
|
743,721 |
|
|
|
$ |
1,253,286 |
|
|
$ |
1,338,083 |
|
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Income Taxes (Tables)
|
3 Months Ended |
Nov. 30, 2015 |
Income Taxes Tables |
|
Schedule of statutory federal tax rate |
|
|
For
the Period Ended
November
30,
2015 |
|
|
For
the Period Ended
November
30,
2014 |
|
Tax
expense (benefit) at the statutory rate |
|
$ |
(52,000 |
) |
|
$ |
(33,000 |
) |
State income taxes,
net of federal income tax benefit |
|
|
(6,000 |
) |
|
|
(3,000 |
) |
Change in valuation
allowance |
|
|
58,000 |
|
|
|
36,000 |
|
Total |
|
$ |
--- |
|
|
$ |
--- |
|
|
Schedule of deferred tax asset and liability |
|
|
November
30,
2015 |
|
|
August
31,
2015 |
|
Deferred
tax assets |
|
$ |
487,000 |
|
|
$ |
429,000 |
|
Valuation allowance |
|
|
(487,000 |
) |
|
|
(429,000 |
) |
Net deferred tax
asset |
|
$ |
--- |
|
|
$ |
--- |
|
|
X |
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|
Nov. 30, 2015 |
Aug. 31, 2015 |
Gross property, plant and equipment |
$ 2,081,804
|
$ 2,081,804
|
Accumulated depreciation |
828,518
|
743,721
|
Net property, plant and equipment |
1,253,286
|
1,338,083
|
Production equipment [Member] |
|
|
Gross property, plant and equipment |
1,715,480
|
1,715,480
|
Office furniture and equipment [Member] |
|
|
Gross property, plant and equipment |
7,899
|
7,899
|
Leasehold improvements [Member] |
|
|
Gross property, plant and equipment |
34,321
|
34,321
|
Vehicles [Member] |
|
|
Gross property, plant and equipment |
$ 324,104
|
$ 324,104
|
X |
- DefinitionAmount of accumulated depreciation, depletion and amortization for physical assets used in the normal conduct of business to produce goods and services.
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Equity (Details Narrative) - shares
|
Nov. 30, 2015 |
Aug. 31, 2015 |
Preferred stock, Shares issued |
50,000,000
|
50,000,000
|
Preferred stock, Shares outstanding |
50,000,000
|
50,000,000
|
Common Stock, Shares issued |
28,175,500
|
27,990,500
|
Common Stock, Shares outstanding |
28,175,500
|
27,990,500
|
Series A |
|
|
Preferred stock, Shares issued |
50,000,000
|
|
Preferred stock, Shares outstanding |
50,000,000
|
|
Common Stock, Shares issued |
28,175,500
|
|
Common Stock, Shares outstanding |
28,175,500
|
|
Convertible preferred stock series A, Shares issued |
50,000,000
|
|
Convertible preferred stock series A, Shares outstanding |
50,000,000
|
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