Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Trends and Uncertainties.
There are no other known trends, events or uncertainties that have, or are reasonably likely to have, a material impact on our short term or long-term liquidity. Sources of liquidity will come from sales of our services. There are no material commitments for capital expenditure currently. There are no trends, events or uncertainties that have had or are reasonably expected to have a material impact on the net sales or revenues or income from continuing operations There are no other known causes for any material changes from period to period in one or more-line items of our financial statements.
Our common stock is traded on the OTC QB market under the trading symbol TVMD.
Capital Resources and Source of Liquidity.
For the six months ended June 30, 2019, we had a net loss of $167,560. We had the following adjustments to reconcile net loss to net cash used in operating activities: we recorded depreciation adjustments of $143 and had interest added to notes payable of $13,626. We had a decrease in cash in attorney’s trust account of $11,834 and a decrease in accounts payable and accrued expenses of $9,500. We had net cash used in operating activities of $151,457 for the six months ended June 30, 2019.
For the six months ended June 30, 2018, we had a net loss of $12,604. We had the following adjustments to reconcile net loss to net cash used in operating activities: we recorded depreciation adjustments of $144 and had interest added to shareholder loans of $748. As a result, we had net cash used in operating activities of $11,712 for the six months ended June 30, 2018.
For the six months ended June 30, 2019, we received $125,008 as proceeds from notes payable. We received $19,443 as proceeds from a shareholder advance. We spent $19,622 for the purchase of treasury stock. As a result, we had net cash provided by financing activities of $124,829 for the six months ended June 30, 2019. For the six months ended June 30, 2018, we received $5,000 from a subscription to purchase common shares.
We did not pursue any investing activities for the six months ended June 30, 2019 and 2018.
While we believe that our cash on hand will be sufficient to conduct operations through December 31, 2019, we recognize that our ability to continue as a going concern is dependent on our ability to generate profitable operations and no assurance can be given that we will be able to accomplish such endeavor.
Results of Operations – Three Months Ended June 30, 2019 and 2018
For the three months ended June 30, 2019, we did not record any revenues. We spent $81,575 on general and administrative expenses. We had interest expenses of $7,212. As a result, we had a net loss of $88,787 for the three months ended June 30, 2019.
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For the three months ended June 30, 2018, we did not record any revenues. We spent 7,694 on general and administrative expenses. We spent $374 on interest expenses. As a result, we had a net loss of $8,068 for the three months ended June 30, 2018.
The $80,719, or 908.7% increase in net loss for the three months ended June 30 2019 compared to the three months ended June 30, 2018 is primarily due to the increase in general and administrative expenses during the three months ended June 30, 2019. Our expenses during this period were primarily expenses involved in general operating expenses and expenses involved in developing the Telemedicine business.
Results of Operations – Six Months Ended June 30, 2019 and 2018
For the six months ended June 30, 2019, we did not record any revenues. We spent $153,934 on general and administrative expenses. We had interest expenses of $13,626. As a result, we had a net loss of $167,560 for the six months ended June 30, 2019.
For the six months ended June 30, 2018, we did not record any revenues. We spent $13,259 on general and administrative expenses. We had other income of $1,404 and spent $748 on interest expenses. As a result, we had a net loss of $12,603 for the six months ended June 30, 2018.
The $154,957 or 752.1% increase in net loss for the six months ended June 30, 2019 compared to the three months ended June 30, 2018 is primarily due to the increase in general and administrative expenses during the six months ended June 30, 2019. Our expenses during this period were primarily expenses involved in general operating expenses and expenses involved in developing the Telemedicine business.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer who is also our Chief Financial Officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management carried out an evaluation under the supervision and with the participation of our Chief Executive Officer who is also our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange
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Act of 1934 ("Exchange Act"). Based upon that evaluation, our Chief Executive Officer who is also our Chief Financial Officer has concluded that our disclosure controls and procedures were not effective as of June 30, 2019, based on the following deficiencies:
Weaknesses in Accounting and Finance Personnel: We have a small accounting staff and we do not have the robust employee resources and expertise needed to meet complex and intricate GAAP and SEC reporting requirements of a U.S. public company. Additionally, numerous adjustments and proposed adjustments have been noted by our auditors. This is deemed by management to be a material weakness in preparing financial statements.
We do not have written control procedures, and do not have sufficient staff to implement the related controls. Management had determined that this lack of written control procedures and the lack of the implantation of segregation of duties, represents a material weakness in our internal controls.
Internal control has as its core a basic tenant of segregation of duties. Due to our limited size and economic constraints, the Company is not able to segregate for control purposes various asset control and recording duties and functions to different employees. This lack of segregation of duties had been evaluated by management and has been deemed to be a material control deficiency.
We will work to correct these deficiencies once we have revenues sufficient enough to hire new personnel.
Changes in Internal Control over Financial Reporting
Our management has also evaluated our internal control over financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of our last evaluation.
The Company is not required by current SEC rules to include, and does not include, an auditor's attestation report. The Company's registered public accounting firm has not attested to Management's reports on the Company's internal control over financial reporting.
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