-9-
UOMO Media Inc.
(Formerly First Source Data, Inc.)
(A Development Stage Company)
Condensed Notes to Unaudited Interim Financial Statements
For the Six Months ended October 31, 2007
(Amounts expressed in US dollars)
NOTE 1. ORGANIZATION, DESCRIPTION OF BUSINESS, AND DISCONTINUED OPERATIONS
UOMO Media Inc. (the “Company”) was incorporated under the laws of the State of Nevada on June 10, 2004 as First Source Data, Inc.
Prior to September 25, 2007, the Company was a marketing management and consulting service provider. The Company was in the development stage with its main objective being the development and commercialization of a business-to-business software product titled the "AdMeUp Network" which it was currently designing. The AdMeUp Network included online marketing software tools to be used to manage marketing campaigns. These operations have been discontinued.
As of September 25, 2007, the Company’s line of business changed from providing online marketing management and consulting services to providing music publishing, digital music, production, and talent management services. The Company’s Board of Directors decided to change the business focus because it identified new opportunities available to the Company in the music publishing, digital music, production, and talent management business that could enable the Company to achieve greater profits over the course of the next twelve months and in the long term than the Company would be able to achieve if the existing line of business was continued.
“First Source Data, Inc.” no longer describes the business activities that the Company is now engaged in. Therefore, on September 25, 2007 the Board of Directors adopted a resolution authorizing Amended Articles of Incorporation to change the Company name to "UOMO Media Inc."
The Company’s initial operations include: capital formation, organization, website construction, target market identification, research costs, promotional materials costs, and marketing planning.
The accompanying unaudited interim financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions for Form 10-QSB . Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. The results of operations for interim periods are not necessarily indicative of the results that may be expected for the fiscal year ending April 30, 2008. The financial statements should be read in conjunction with the Company’s April 30, 2007 financial statements and accompanying notes included in the Company’s 10-KSB Annual Report.
NOTE 2. GOING CONCERN
The accompanying financial statements are presented on a going concern basis. The Company has recently decided to change its line of business. The Company is in a development stage and is currently developing digital music and video Web 2.0 software with commercial usage expected in the future.
Management does not believe that the Company’s current cash of $ 24,091 is sufficient to cover the expenses that the Company will incur during the next twelve months. The Company’s revenues generated in the past have been from ancillary services and operation of these services has been discontinued. The Company has embarked on a new line of business and to date, there have been no revenues generated. There is no guarantee that the Company can generate sufficient cash to fund the development of the Company’s new line of business activities.
Management plans to raise additional funds that the Company requires through debt or equity offerings. There is no guarantee that the Company will be able to raise any capital through any type of offerings.
-10-
UOMO Media Inc.
(Formerly First Source Data, Inc.)
(A Development Stage Company)
Condensed Notes to Unaudited Interim Financial Statements
For the Six Months ended October 31, 2007
(Amounts expressed in US dollars)
NOTE 3. RELATED PARTY TRANSACTIONS
On June 10, 2004,the Company issued 144,266,672 shares of its common stock to the former President of the Company in return for cash.
During the fiscal period ended April 30, 2005, the Company advanced $25,000 to JOYN Internet Communities Inc. where the President of the Company was also a Director of JOYN Internet Communities Inc. This loan was settled in full as at April 30, 2006. No amount was due from JOYN Internet Communities Inc. as at October 31, 2007.
On November 25, 2004, the Company issued 1,600,000 shares of its common stock to a shareholder of the Company, Foreground Image Inc., partly in return for the services and partly for cash(See note 9 for details).
On December 3, 2004, the Company issued 240,000 shares of its common stock to a shareholder of the Company, partly in return for his services and partly for cash. The stock-based portion of this issue has been valued at $ 1,500, which is the fair value of the services rendered.
On January 10, 2005, the Company issued 6,560,000 shares of its common stock to the former CEO of the Company, partly in return for his services and partly for cash. The stock-based portion of this issue has been valued at $ 82,000, which is the fair value of the shares. The difference between the fair value of the shares issued and the services rendered has been received in cash.
On January 25, 2005, the Company issued 1,920,000 shares of its common stock to the current CEO of the Company partly in return for his services and partly for cash. The stock-based portion of this issue has been valued at $ 24,000, which is the fair value of the shares. The difference between the fair value of the shares issued and the services rendered has been received in cash. A further $ 18,000 (April 30, 2007 - $ 36,000) has been paid by cash to him for the services rendered by him during the six months ended October 31, 2007.
On January 26, 2005, the Company issued 5,760,000 shares of its common stock to a shareholder of the Company, partly in return for the web hosting services provided by her and partly for cash. The stock-based portion of this issue has been valued at $ 72,000, which is the fair value of shares. The difference between the fair value of the shares issued and the services rendered has been received in cash. This fair value of the services is being amortized and has been amortized over the term of the contract as follows:
First 36 months
- $ 1,600 a month
Next 8 months
- $ 1,665 a month
The term of the agreement is 44 months effective from January 1, 2005. The unamortized portion of this is$ 16,520 as at October 31, 2007 (April 30, 2007 - $ 26,120) and has been deducted from shareholders’ equity (See note 9 for more details).
On January 1, 2006, the Company entered into an agreement with a shareholder of the Company, for a period of 12 months for the programming services to be provided on the “AdMeUp Network” which has now been discontinued. The fees for this would be as follows:
a) $ 19,200 in cash; or
b) A number of shares in the common stock of the Company, without registration rights and incorporating such restrictive legends as are required by the Company to comply with all applicable laws, equal to $ 19,200 divided by the weighted average trading price of the Company’s common shares posted on any stock quotation or listing service for the 10-day period prior to the date of payment (or, if the trading price of the Company’s common shares is not at that time posted on any quotation or listing service, the weighted
-11-
UOMO Media Inc.
(Formerly First Source Data, Inc.)
(A Development Stage Company)
Condensed Notes to Unaudited Interim Financial Statements
For the Six Months ended October 31, 2007
(Amounts expressed in US dollars)
NOTE 3. RELATED PARTY TRANSACTIONS (cont’d)
average price applied to the three most recent issuances of the Company’s common shares); or
c) Some combination of a) and b) above that will yield a market value of $ 19,200 based on the foregoing valuation methodology.
The choice of the form in which payment of the fees shall be made shall be solely that of the Company. On January 1, 2007, the Company renewed this agreement with the same terms for a further period of 12 months to continue providing programming services on the “AdMeUp Network”. While the “AdMeUp Network” has been discontinued, programming services will be utilized until the end of this contract to develop the Company’s new digital music and video Web 2.0 software.
During the six months ended October 31, 2007, $ 12,000 (April 30, 2007 - $ 3,000) has been paid by cash to the Chief Financial Officer of the Company for professional services rendered. Prior to the appointment, on May 10, 2005, the Company issued 12,500 shares of its common stock to the Chief Financial Officer in return for cash.
On April 27, 2007, a director of the Company gave an unsecured loan of $ 50,000 to the Company payable on demand and with no interest. Interest has been imputed and included in Stockholder’s Equity.
On April 30, 2007, the Company entered into a contract to pay one of its directors $ 10,000 to carry out services as the Company’s director for a term of one year or until removed as a director. $ 5,000 in cash was paid in May 2007(See Note 11).
The above transactions have been measured and recorded at the fair values.
NOTE 4. DISCONTINUED OPERATIONS
As of September 25, 2007, the Company’s line of business changed from providing online marketing management and consulting services to providing music publishing, digital music, production, and talent management services.
Therefore, as of October 31, 2007 all of the Company’s revenues and 70% of research and development expense, as well as a 70% allocation of the Company’s selling and administrative expense, since inception has been classified as discontinued operations and their results of operations, financial position and cash flows are separately reported for all periods presented. General corporate overhead has not been allocated to discontinued operations. Summarized financial information for discontinued operations is set forth below.
| | | | | |
| Cumulative | For the | For the |
10-Jun-04 (inception) through | Six Months Ended October 31 | Three Months Ended October 31 |
31-Oct-07 | 2007 | 2006 | 2007 | 2006 |
Revenue | 618,555 | - | - | - | - |
Cost of goods sold | 437,403 | 539 | 5,898 | - | 1,133 |
Gross margin | 181,152 | -539 | -5,898 | - | -1,133 |
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UOMO Media Inc.
(Formerly First Source Data, Inc.)
(A Development Stage Company)
Condensed Notes to Unaudited Interim Financial Statements
For the Six Months ended October 31, 2007
(Amounts expressed in US dollars)
NOTE 4. DISCONTINUED OPERATIONS (cont’d)
| | | | | |
| | | | | |
Expenses: | | | | | |
R&D - AdMeUp Network | 24,895 | 9,600 | 9,600 | 4,800 | 4,800 |
Selling and Administrative allocation | 362,944 | 50,951 | 32,745 | 18,917 | 13,069 |
NET LOSS FROM DISCONTINUED OPERATIONS | 206,887 | 61,090 | 48,243 | 23,717 | 19,002 |
NOTE 5. PROPERTY AND EQUIPMENT ($)
| | | |
October 31, 2007 | Cost | Accumulated Amortization | Net book value |
Computer hardware | 17,736 | 12,993 | 4,743 |
Computer software | 7,009 | 7,009 | - |
| 24,745 | 20,002 | 4,743 |
| | | |
April 30, 2007 | Cost | Accumulated Amortization | Net book value |
Computer hardware | 17,736 | 10,037 | 7,699 |
Computer software | 7,009 | 7,009 | - |
| 24,745 | 17,046 | 7,699 |
NOTE 6. OPERATING LEASE COMMITMENTS
On August 2004, the Company entered into a sub-lease agreement with Foreground Image Inc., a shareholder of the Company, for office space. The lease is for a period of 16 months with the option to renew for a further one-year period. The lease payments are as follows:
First 12 months
- $ 600 per month
Next 4 months
- $ 700 per month
The Company issued 100,000 shares during the fiscal period ended April 30, 2005 to Foreground Image Inc. in satisfaction of its rent obligation for the sub-lease term of 16 months. The fair value of these shares amounted to $20,000.
The above sub-lease agreement was effective until November 30, 2005. Thereafter, the Company negotiated with Foreground Image Inc. to have the premises rented to the Company free of charge for the rest of the financial year until April 30, 2006.
On May 1, 2006, the Company entered into a sub-lease agreement with Foreground Image Inc. to have the premises rented for $ 600 per month for a further 6 months to October 31, 2006.
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UOMO Media Inc.
(Formerly First Source Data, Inc.)
(A Development Stage Company)
Condensed Notes to Unaudited Interim Financial Statements
For the Six Months ended October 31, 2007
(Amounts expressed in US dollars)
NOTE 6. OPERATING LEASE COMMITMENTS (cont’d)
On November 1, 2006, the Company renewed the sub-lease with Foreground Image Inc. to continue renting the premises from November 1, 2006 through April 30, 2007. However, no fees were payable to Foreground Image Inc. under this agreement.
The amounts of free rent were accounted for as additions to Paid-in Capital in Stockholders’ Equity and charged against income.
On April 5, 2007, the Company entered into a lease agreement with Regus Business Centres. The lease is for a period of 12 months beginning May 1, 2007 with the option to renew. The lease payment is $ 211 per month.
NOTE 7. STOCKHOLDERS' EQUITY
The stockholders' equity section of the Company contains the following classes of capital stock as of October 31, 2007 and October 31, 2006:
Common stock, $0.001 par value; 400,000,000* shares authorized and 168,296,672* shares issued and outstanding.
Since there was no change in par value of common stock, common stock amount and additional paid in capital were adjusted accordingly.
* After giving retroactive effect of 4:1 stock splits effective September 27, 2006 and June 5, 2007.
NOTE 8. STOCK TRANSACTIONS
These transactions have been accounted for based on the fair value of the consideration received.
On June 10, 2004, the Company issued 144,266,672 shares of its common stock to the President of the Company in return for cash.
In November 2004, the Company issued 1,120, 000 shares at $ 0.20 a share in return for cash. In addition to that, on November 25, 2004, the Company issued 1,600,000 shares of its common stock at $ 0.10 a share to a shareholder of the Company, Foreground Image Inc., partly in return for the services and partly for cash(See note 9 for details).
In December 2004, the Company issued 240,000 shares at $ 0.10 a share and 904,400 shares at $ 0.20 a share in return for cash. In addition to that, on December 3, 2004, the Company issued 240,000 shares of its common stock at $ 0.10 a share to a shareholder of the Company, partly in return for his services and partly for cash.
NOTE 9. UNAMORTIZED STOCK-BASED COMPENSATION FOR STOCKHOLDERS
On January 26, 2005, the Company issued 5,760,000 shares of its common stock to a shareholder of the Company, partly in return for her services in providing web hosting and partly for cash. The stock-based compensation portion of this issue has been valued at $ 70,920 as the difference between the issue price ($ 0.003 per share) and the grant-date fair value ($ 0.20 per share) and is being amortized over the term of the contract as follows:
First 36 months
- $ 1,600 a month
Next 8 months
- $ 1,665 a month
The term of the agreement is 44 months effective from January 1, 2005. The unamortized portion of this is$ 16,520 as at October 31, 2007 (April 30, 2007 - $ 26,120) and has been deducted from shareholders’ equity.
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UOMO Media Inc.
(Formerly First Source Data, Inc.)
(A Development Stage Company)
Condensed Notes to Unaudited Interim Financial Statements
For the Six Months ended October 31, 2007
(Amounts expressed in US dollars)
NOTE 9. UNAMORTIZED STOCK-BASED COMPENSATION FOR STOCKHOLDERS (cont’d)
On November 25, 2004, the Company issued 1,600, 000 shares of its common stock to a shareholder of the Company, Foreground Image Inc., partly in return for the services and partly for cash. The stock based compensation portion of this issue has been valued at $ 10,000 as the difference between the issue price ($ 0.01 per share) and the grant-date fair value ($ 0.20 per share) and has been amortized over the term of the contract between the Company and Foreground Image Inc. as follows:
First 12 months
- $ 600 a month
Next 4 months
- $ 700 a month
The term of the agreement is 16 months effective from August 1, 2004. The unamortized portion of this is$ Nil as at October 31, 2007 and has been deducted from shareholders’ equity.
The total unamortized portion of stock based compensation for shareholders is$ 16,520 as at October 31, 2007 (April 30, 2007 - $ 26,120) and has been deducted from shareholders’ equity.
NOTE 10. WEB HOSTING SERVICE AND PROGRAMMING SERVICE AGREEMENTS
The Company entered into a web hosting service agreement with a shareholder of the Company to install and service the Company’s servers.
In return for these services, on January 26, 2005, the Company issued 5,760,000 shares of its common stock to the shareholder for cash at $ 0.003 per share where the issue-date share price has been determined as $0.20 a share. The stock-based compensation portion of this issue has been valued at $ 70, 920 as the difference between the issue price ($ 0.003 per share) and the grant-date fair value. ($ 0.20 per share) and has been amortized over the term of the contract as follows:
First 36 months
- $ 1,600 a month
Next 8 months
- $ 1,665 a month
The term of the agreement is 44 months effective from January 1, 2005.
Further, on January 1, 2006, the Company entered into an agreement with a shareholder of the Company, for a period of 12 months for the programming services to be provided on the “AdMeUp Network” which is now discontinued. The fees for this would be as follows:
a) $ 19,200 in cash; or
b) A number of shares in the common stock of the Company, without registration rights and incorporating such restrictive legends as are required by the Company to comply with all applicable laws, equal to $ 19,200 divided by the weighted average trading price of the Company’s common shares posted on any stock quotation or listing service for the 10-day period prior to the date of payment (or, if the trading price of the Company’s common shares is not at that time posted on any quotation or listing service, the weighted average price applied to the three most recent issuances of the Company’s common shares); or
c) Some combination of a) and b) above that will yield a market value of $ 19,200 based on the foregoing valuation methodology.
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UOMO Media Inc.
(Formerly First Source Data, Inc.)
(A Development Stage Company)
Condensed Notes to Unaudited Interim Financial Statements
For the Six Months ended October 31, 2007
(Amounts expressed in US dollars)
NOTE 10. WEB HOSTING SERVICE AND PROGRAMMING SERVICE AGREEMENTS (cont’d)
The choice of the form in which payment of the fees shall be made shall be solely that of the Company. On January 1, 2007, the Company renewed this agreement with the same terms for a further period of 12 months to continue providing programming services on the “AdMeUp Network”. While the “AdMeUp Network” has been discontinued, programming services will be utilized until the end of this contract to develop the Company’s new digital music and video Web 2.0 software.
The shareholder is now providing programming services to develop Web 2.0 software for the Company’s new Digital music and video portal. Approximately 30% of the programming work that was done for the “AdMeUp Network” was transferred towards building the Digital music and video Web 2.0 software.
NOTE 11. COMMITMENTS
On January 1, 2007, the Company renewed an agreement with a shareholder of the Company, for a period of 12 months for the programming services to be provided on the “AdMeUp Network” which has been discontinued. The fees for this would be as follows.
a) $ 19,200 in cash; or
b) A number of shares in the common stock of the Company, without registration rights and incorporating such restrictive legends as are required by the Company to comply with all applicable laws, equal to $ 19,200 divided by the weighted average trading price of the Company’s common shares posted on any stock quotation or listing service for the 10-day period prior to the date of payment (or, if the trading price of the Company’s common shares is not at that time posted on any quotation or listing service, the weighted average price applied to the three most recent issuances of the Company’s common shares); or
c) Some combination of a) and b) above that will yield a market value of $ 19,200 based on the foregoing valuation methodology.
The choice of the form in which payment of the fees shall be made shall be solely that of the Company. While the “AdMeUp Network” has been discontinued, programming services will be utilized until the end of this contract to develop the Company’s new digital music and video Web 2.0 software.
On April 5, 2007, the Company entered into a lease agreement with Regus Business Centres. The lease is for a period of 12 months beginning May 1, 2007 with the option to renew. The lease payment is $ 211 per month.
On April 30, 2007, the Company entered into a contract to pay one of its directors, $ 10,000 to carry out services as the Company’s director for a term of one year or until removed as a director. The Company paid $ 5,000 in May 2007 and the remaining fees are due on November 15, 2007.
On October 24 , 2007, the Company entered into an Independent Contractor Agreement with the Chief Financial Officer, under which the Chief Financial Officer would be compensated $ 2,000 per month to continue performing services as the Company’s Chief Financial Officer for a minimum of 20 hours per week from November 1, 2007 through January 31, 2008.
On October 31, 2007, the Company entered into an Independent Contractor Agreement with the Chief Executive Officer of the Company, for managing and directing daily operations of the Company pursuant to the directives of the Board of Directors for a monthly fee of $ 3,000 for a period of three months.
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UOMO Media Inc.
(Formerly First Source Data, Inc.)
(A Development Stage Company)
Condensed Notes to Unaudited Interim Financial Statements
For the Six Months ended October 31, 2007
(Amounts expressed in US dollars)
NOTE 12. SUBSEQUENT EVENTS
On November 1, 2007, the Company amended the October 31, 2007 Independent Contractor Agreement with the then Chief Executive Officer of the Company; all other terms would remain the same, however, the agreement for services would be to serve as a Director only and no longer as the Company’s Chief Executive Officer. The resignation from office was accepted on the same date.
On November 1, 2007, the Company entered into an Independent Contractor Agreement with the newly appointed Chairman & Chief Executive Officer for managing and directing daily operations of the Company pursuant to the directives of the Board of Directors for services through to June 30, 2008, under which he would be compensated as follows:
$ 7,000 per month for the first two months (November and December 2007)
$ 10,000 per month for the remaining 6 months (January to June 2008)
The Chief Executive Officer was also appointed as a Director as there was a vacancy on the Board of Directors according to the Company’s Bylaws.
On November 1, 2007, the Board of Directors resolved to cancel and return to Treasury 83,296,672 common shares owned by one of the Directors to minimize the dilution of the Company in the event that the Company issued further shares for financing and acquisition purposes. No compensation was paid for this exchange.
On November 26, 2007, a Director of the Company gave an unsecured loan of $ 25,000 to the Company payable on demand and with no interest.
On November 28, 2007, the Board of Directors appointed a new Director to fill a vacant position on the Board.
NOTE 13. GEOGRAPHIC INFORMATION
All the Company's operations and assets are located in Canada.
NOTE 14. COMPARATIVE FIGURES
The comparative figures have been re-classified to conform to the current period’s presentation.
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Item 2. Management’s Discussion and Analysis
Management’s Discussion and Analysis
INTRODUCTION
The following discussion and analysis compares our results of operations for the six months ended October 31, 2007 to the same period in 2006. This discussion and analysis should be read in conjunction with our financial statements and the related notes thereto included elsewhere in this Quarterly Report for the six months ended October 31, 2007. This Quarterly Report contains certain forward-looking statements and our future operation results could differ materially from those discussed herein.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report contains forward-looking statements that involve risks and uncertainties. We generally use words such as “believe,” “may,” “could,” “will,” “intend,” “expect,” “anticipate,” “plan,” and similar expressions to identify forward-looking statements. You should not place undue reliance on these forward-looking statements. Our actual results could differ materially from those anticipated in the forward-looking statements for many reasons, including our ability to continue as a going concern, our ability to find and retain skilled personnel, new regulations and legislation, our ability to protect our intellectual property rights, our ability to raise additional capital, and such other risks and uncertainties as may be detailed from time to time in our public announcements and filings with the U.S. Securities and Exchange Commission.& nbsp;Although we believe the expectations reflected in the forward-looking statements are reasonable, they relate only to events as of the date on which the statements are made, and our future results, levels of activity, performance or achievements may not meet these expectations. We do not intend to update any of the forward-looking statements after the date of this document to conform these statements to actual results or to changes in our expectations, except as required by law.
Results of operations for the six months ended October 31, 2007 as compared to the six months ended October 31, 2006
Revenue
For the six months ended October 31, 2007, we generated no revenues. For the six months ended October 31, 2006, we generated $ 54 revenue in interest income. The Company’s revenues generated in the past have been from ancillary services and operation of these services has been discontinued. The Company has embarked on a new line of business and to date, there have been no revenues generated. Since our inception on June 10, 2004, we have had revenues from discontinued operations of $ 618,555.
As of September 25, 2007, the Company’s line of business changed from providing online marketing management and consulting services to providing music publishing, digital music and video, recorded music and production, and talent management services. The Company is now in the business of producing, managing, and monetizing music-based intellectual property.
Expenses
During the six months ending October 31, 2007, we incurred total expenses, from both continuing and discontinued operations of $ 85,882, compared with $ 66,631 for the same period in 2006. The largest expenses in the six months ending October 31, 2007, were $ 18,000 pertaining to fees paid to management, and $ 15,000 for investor relations as we engaged an investor relations company to assist us in disseminating information relating to material company events. For the six months ending October 31, 2006, the largest single expense of $ 18,000 pertained to fees paid to management. We declined to extend the monthly contract with our investor relations company on July 31, 2007; this expense was incurred for our first quarter only. We now plan to carry out our investor relations activities in-house, although we intend to continue using investor relations companies for any specialist services that we require.
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Accounting and bookkeeping expenses were $ -2,754 for the six months ending October 31, 2006 due to reversal of an over-accrual for the prior year-end, compared to $ 14,700 for the six months ending October 31, 2007 primarily pertaining to expenses incurred to pay our Chief Financial Officer. Research and development expenses, which pertain to development of the AdMeUp Network and which have been discontinued, were $ 9,600 for both periods. The AdMeUp Network is no longer in development, however, we will be able to use a portion of the code that was developed for our digital video and sound operations.
Discontinued Operations
As of September 25, 2007, the Company’s line of business changed from providing online marketing management and consulting services to providing music publishing, digital music, production, and talent management services. The Company’s Board of Directors decided to change the business focus because it identified new opportunities available to the Company in the music publishing, digital music, production, and talent management business that could enable the Company to achieve greater profits over the course of the next twelve months and in the long term than the Company would be able to achieve if the existing line of business was continued.
Therefore, as of October 31, 2007 all of the Company’s revenues and 70% of research and development expense, as well as a 70% allocation of the Company’s selling and administrative expense, since inception has been classified as discontinued operations.
Net Income/Loss
During the six-month period ending October 31, 2007, we incurred a net loss of $ 85,882 compared with a net loss of $ 66,577 for the six-month period ending October 31, 2006. Our expenses for the six-month period ending October 31, 2007 were higher than the same period during the previous fiscal year primarily because of additional expense associated with investor relations of $ 15,000 incurred, along with fees paid to having a Chief Financial Officer; with the exception of these expenses, expenses for both periods were similar. We did not extend the monthly contract with our investor relations firm after our first three months for reasons described in the ‘Expenses’ section above. We have not incurred any investor relations since to date.
Liquidity and Capital Resources
We do not yet have an adequate source of reliable, long-term revenue to fund operations. There can be no assurance that we will in the future achieve a consistent and reliable revenue stream adequate to support continued operations and development of the Company’s new line of business activities.
As of October 31, 2007, we had cash and cash equivalents of $ 24,091. We had total current assets of $ 38,937, which includes $ 13,525 in prepaid expenses and deposits. Our liquidity as of October 31, 2007 should be interpreted in conjunction with a recorded liability of $ 50,000 loan payable to one of our Directors on demand.
Our future capital requirements will depend on a number of factors, including costs associated with development of the Company’s new line of business activities, the cost of marketing the new activities, and our ability to generate revenues from the music publishing, digital video and music, recorded music and production, and talent management services. At present, we lack sufficient cash and cash equivalents on hand to conduct operations through the end of our fiscal year ending April 30, 2008.
In order to generate adequate cash to continue operations, we plan to begin assembling a team of top music professionals for key management areas in each of our four divisions: Digital music and video, Music publishing, Recorded music, and Talent management services. We plan to use a portion of the source code developed for the AdMeUp Network for our digital music and video distribution technology portal. In addition, we intend to identify other companies that may be suitable for acquisition. If we acquire or merge with another entertainment company, we may be able to fund the continued development of the Company’s new line of business by using the cash held by the acquired or merged company or the cash proceeds of ongoing operations of the resulting company.
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Our financial statements have been prepared on a continuing operation basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business.
Off-balance Sheet Arrangements
None.
Item 3: Controls and Procedures
Our Chief Executive Officer and our Chief Financial Officer evaluated, the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(c) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as of the end of the period covered by this Quarterly Report on Form 10 - - QSB, as required by paragraph (b) of Rules 13a-15 or 15d-15 of the Exchange Act. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this Quarterly Report, our controls and procedures are effective to ensure that information that we are required to disclose in reports that we file or submit under the Securities Exchange Act of 1934 (i) is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms, and (ii) is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required reasonable assurance that such information is accumulated and communicated to management. Our disclosure controls and procedures include components of internal control over financial reporting. This assessment of the effectiveness of our internal control over financial reporting made by our Chief Executive Officer and Chief Financial Officer is expressed at the level of reasonable assurance that the control system, no matter how well designed and operated, can provide only reasonable, but not absolute, assurance that the control system's objectives will be met.
PART II-OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
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Item 6. Exhibits
3.1.
Amended and Restated Articles of Incorporation, dated July 27, 2004 (included as Exhibit 3.1 to the Form SB-2 filed February 7, 2006 and incorporated herein by reference).
3.2.
Certificate of Amendment to the Amended and Restated Articles of Incorporation dated October 3, 2006 (included as Exhibit 3.1 to the Form 8-K filed October 10, 2006 and incorporated herein by reference)..
3.3.
Certificate of Change to the Amended and Restated Articles of Incorporation dated June 6, 2007 (included as Exhibit 3.1 to the Form 8-K filed May 23, 2007 and incorporated herein by reference).
3.4.
Amended Bylaws, dated July 16, 2007 (included as Exhibit 3.1 to the Form 8-K filed July 16, 2007 and incorporated herein by reference).
3.5.
Certificate of Amendment to Articles of Incorporation, dated October 9, 2007 (included as Exhibit 3.1 to the Form 8-K filed November 1, 2007 and incorporated herein by reference).
10.1.
Independent Contractor Agreement between First Source Data, Inc. and Javed Mawji, dated March 1, 2006 (included as Exhibit 10.6 to the Form SB-2/A filed April 20, 2006 and incorporated herein by reference).
10.2.
Independent Contractor Agreement between First Source Data, Inc. and Anoma Alwis, dated May 1, 2006 (included as Exhibit 10.2 to the Form 8-K filed October 13, 2006 and incorporated herein by reference).
10.3.
Premises Rental Sub-lease Agreement between First Source Data, Inc. and Foreground Image Inc., dated May 1, 2006 (included as Exhibit 10.10 to the Form SB-2/A filed June 27, 2006 and incorporated herein by reference).
10.4.
Independent Contractor Agreement between First Source Data, Inc. and Javed Mawji, dated October 12, 2006 (included as Exhibit 10.1 to the Form 8-K filed October 13, 2006 and incorporated herein by reference).
10.5.
Independent Contractor Agreement between First Source Data, Inc. and Jueane Thiessen, dated October 17, 2006 (included as Exhibit 10.1 to the Form 8-K filed October 23, 2006 and incorporated herein by reference).
10.6.
Premises Rental Sub-lease Agreement between First Source Data, Inc. and Foreground Image, Inc., dated November 1, 2006 (included as Exhibit 10.1 to the Form 8-K filed November 3, 2006 and incorporated herein by reference).
10.7.
Independent Contractor Agreement between First Source Data, Inc. and Javed Mawji, dated December 30, 2006 (included as Exhibit 10.1 to the Form 8-K filed January 3, 2007 and incorporated herein by reference).
10.8.
Programming Services Agreement between First Source Data, Inc. and Lenka Gazova, dated January 1, 2007 (included as Exhibit 10.8 to the Form 10-KSB filed July 30, 2007 and incorporated herein by reference).
10.9.
Promissory Note between First Source Data, Inc. and Douglas McClelland, dated April 30, 2007 (included as Exhibit 10.1 to the Form 8-K filed May 4, 2007 and incorporated herein by reference).
10.10.
Director Service Agreement between First Source Data, Inc. and Stefan Wille, dated April 30, 2007 (included as Exhibit 10.1 to the Form 8-K filed May 4, 2007 and incorporated herein by reference).
10.11.
Independent Contractor Agreement between First Source Data, Inc. and Jueane Thiessen, dated May 1, 2007 (included as Exhibit 10.1 to the Form 8-K filed May 4, 2007 and incorporated herein by reference).
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10.12.
Independent Contractor Agreement between First Source Data, Inc. and Javed Mawji, dated July 1, 2007 (included as Exhibit 10.1 to the Form 8-K filed July 5, 2007 and incorporated herein by reference).
10.13.
Independent Contractor Agreement between First Source Data, Inc. and Jueane Thiessen, dated October 24, 2007 (included as Exhibit 10.1 to the Form 8-K filed October 26, 2007 and incorporated herein by reference).
10.14.
Independent Contractor Agreement between UOMO Media Inc. and Javed Mawji, dated October 31, 2007 (included as Exhibit 10.1 to the Form 8-K filed November 1, 2007 and incorporated herein by reference).
31.1.
Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2
Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1
Certification of Officers pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
UOMO MEDIA INC.
Date: December 14 , 2007
By:/s/ Camara Alford
Camara Alford
Chief Executive Officer
Date: December 14 , 2007
By:/s/ Jueane Thiessen
Jueane Thiessen
Chief Financial Officer
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EXHIBIT 31.1
CERTIFICATION PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Camara Alford, certify that:
1.
I have reviewed this quarterly report of UOMO Media Inc.;
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;
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 small business issuer as of, and for, the periods presented in this report;
4.
The small business issuer's other certifying officer 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 small business issuer 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 small business issuer, including any of its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(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;
(c)
Evaluated the effectiveness of the small business issuer'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
(d)
Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting; and
5.
The small business issuer's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer'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 small business issuer's ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer's internal control over financial reporting.
Date: December 14 , 2007
/s/ Camara Alford
--------------------------------------
By: Camara Alford
Chief Executive Officer
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EXHIBIT 31.2
CERTIFICATION PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Jueane Thiessen, certify that:
1.
I have reviewed this quarterly report of UOMO Media Inc.;
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;
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 small business issuer as of, and for, the periods presented in this report;
4.
The small business issuer's other certifying officer 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 small business issuer 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 small business issuer, including any of its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(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;
(c)
Evaluated the effectiveness of the small business issuer'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
(d)
Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting; and
5.
The small business issuer's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer'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 small business issuer's ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer's internal control over financial reporting.
Date: December 14 , 2007
/s/ Jueane Thiessen
--------------------------------------
By: Jueane Thiessen
Chief Financial Officer
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EXHIBIT 32.1
CERTIFICATIONS PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
Pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), each of the undersigned officers of UOMO Media Inc., a Nevada corporation (the "Company"), does hereby certify, to such officer's knowledge, that:
The Quarterly Report for the quarter ended October 31, 2007 (the "Form 10-QSB") of the Company fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and the information contained in the Form 10-QSB fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: December 14 , 2007
/s/ Camara Alford
-------------------------------------
By: Camara Alford
Chief Executive Officer
Date: December 14 , 2007
/s/ Jueane Thiessen
-------------------------------------
By: Jueane Thiessen
Chief Financial Officer
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