UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
| [X] | Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended December 31, 2009 | |
| [ ] | Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 |
For the transition period __________ to __________ | |
Commission File Number: 333-148190 |
Mojo Shopping, Inc.
(Exact name of small business issuer as specified in its charter)
| Delaware | 26-0884348 |
| (State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
| PO Box 778176, Henderson, NV 89077 |
| (Address of principal executive offices) |
| 866-699-6656 |
| (Issuer’s telephone number) |
1505 Dusty Canyon Street, Henderson, NV 89052 |
| (Former name, former address and former fiscal year, if changed since last report) |
Check whether the issuer (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 issuer 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 (§ 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [ ] No [X]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
| [ ] Large accelerated filer Accelerated filer | [ ] Non-accelerated filer |
| [X] Smaller reporting company |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [X] Yes [ ] No
State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 4,520,000 common shares as of January 25, 2010.
TABLE OF CONTENTS | Page | |
PART I – FINANCIAL INFORMATION | ||
PART II – OTHER INFORMATION | ||
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Our financial statements included in this Form 10-Q are as follows: | |
These financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the period ended December 31, 2009 are not necessarily indicative of the results that can be expected for the full year.
3
MOJO SHOPPING, INC.
(A Development Stage Company)
Consolidated Balance Sheets
| ASSETS | |||||
December 31, 2009 | September 30, 2009 | ||||
| (unaudited) | (audited) | ||||
| CURRENT ASSETS | |||||
| Cash and cash equivalents | $ | 119 | $ | 95 | |
| Total Current Assets | 119 | 95 | |||
| SOFTWARE, net | 110 | 123 | |||
| OTHER ASSETS | |||||
| Deposits | 348 | 348 | |||
| TOTAL ASSETS | $ | 577 | $ | 566 | |
| LIABILITIES AND STOCKHOLDERS' DEFICIT | |||||
| CURRENT LIABILITIES | |||||
| Accounts payable and accrued expenses | $ | 78,339 | $ | 75,647 | |
| Due to officer | 2,259 | 2,259 | |||
| Total Current Liabilities | 80,598 | 77,906 | |||
| STOCKHOLDERS' DEFICIT | |||||
Preferred stock, $0.001 par value, 10,000,000 shares authorized, no shares issued and outstanding | - | - | |||
Common stock, $0.001 par value, 90,000,000 shares authorized, 4,520,000 shares issued and outstanding | 4,520 | 4,520 | |||
| Additional paid-in capital | 27,080 | 27,080 | |||
| Deficit accumulated during the development stage | (111,621) | (108,940) | |||
| Total Stockholders' (Deficit) | (80,021) | (77,340) | |||
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ | 577 | $ | 566 | |
The accompanying notes are an integral part of these financial statements.
MOJO SHOPPING, INC.
(A Development Stage Company)
Consolidated Statements of Operations (unaudited)
For the Three Months Ended December 31, | From Inception on August 2, | |||||||
| 2009 | 2008 | 2009 | ||||||
| REVENUES | $ | - | $ | - | $ | 2,447 | ||
| COST OF GOODS SOLD | - | 36 | 4,628 | |||||
| GROSS PROFIT (LOSS) | - | (36) | (2,181) | |||||
| OPERATING EXPENSES | ||||||||
| Advertising and promotion | - | - | 11,617 | |||||
| Depreciation and amortization | 13 | 12 | 138 | |||||
| General and administrative | 2,668 | 11,330 | 97,824 | |||||
| Total Operating Expenses | 2,681 | 11,342 | 109,579 | |||||
| LOSS FROM OPERATIONS | (2,681) | (11,378) | (111,760) | |||||
| OTHER INCOME | - | - | 139 | |||||
| Total Other Expenses | - | - | 139 | |||||
| NET LOSS BEFORE TAXES | (2,681) | (11,378) | (111,621) | |||||
| Income taxes | - | - | - | |||||
| NET LOSS | $ | (2,681) | $ | (11,378) | $ | (111,621) | ||
| BASIC AND DILUTED LOSS PER COMMON SHARE | $ | (0.00) | $ | (0.00) | ||||
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | 4,520,000 | 4,520,000 | ||||||
The accompanying notes are an integral part of these financial statements.
MOJO SHOPPING, INC.
(A Development Stage Company)
Consolidated Statements of Stockholders' Deficit (unaudited)
Common Stock | Additional Paid-In | Deficit Accumulated | Total Stockholders' | |||||||||||
| Shares | Amount | Capital | Stage | (Deficit) | ||||||||||
| Balance, August 2, 2007 | - | $ | - | $ | - | $ | - | $ | - | |||||
Shares issued at $0.02 per share pursuant to subscription on September 28, 2007 | 1,000,000 | 1,000 | 19,000 | - | 20,000 | |||||||||
Shares issued at $0.005 per share pursuant to Share Purchase Agreement dated August 31, 2007 | 320,000 | 320 | 1,280 | - | 1,600 | |||||||||
Shares issued at $0.003 per share pursuant to Share Purchase Agreement dated August 31, 2007 | 3,200,000 | 3,200 | 6,800 | - | 10,000 | |||||||||
Net loss from inception through September 30, 2007 | - | - | - | (15,083) | (15,083) | |||||||||
| Balance, September 30, 2007 | 4,520,000 | 4,520 | 27,080 | (15,083) | 16,517 | |||||||||
Net loss for year ended September 30, 2008 | - | - | - | (65,338) | (65,338) | |||||||||
| Balance, September 30, 2008 | 4,520,000 | 4,520 | 27,080 | (80,421) | (48,821) | |||||||||
Net loss for year ended September 30, 2009 | - | - | - | (28,519) | (28,519) | |||||||||
| Balance, September 30, 2009 | 4,520,000 | 4,520 | 27,080 | (108,940) | (77,340) | |||||||||
Net loss for the three months ended December 31, 2009 | - | - | - | (2,681) | (2,681) | |||||||||
| Balance, December 31, 2009 | 4,520,000 | $ | 4,520 | $ | 27,080 | $ | (111,621) | $ | (80,021) | |||||
The accompanying notes are an integral part of these financial statements.
MOJO SHOPPING, INC.
(A Development Stage Company)
Consolidated Statements of Cash Flows (unaudited)
For the Three Months Ended December 31, | From Inception on August 2, | |||||||
| 2009 | 2008 | 2009 | ||||||
| OPERATING ACTIVITIES | ||||||||
| Net loss | $ | (2,681) | $ | (11,378) | $ | (111,621) | ||
| Adjustments to Reconcile Net Loss to Net | ||||||||
| Cash Used by Operating Activities: | ||||||||
| Depreciation and amortization | 13 | 12 | 138 | |||||
| Changes in operating assets and liabilities: | ||||||||
| Increase in deposits | - | - | (348) | |||||
| Increase in accounts payable and accrued expenses | 2,692 | 11,170 | 78,339 | |||||
| Net Cash Used in Operating Activities | 24 | (196) | (33,492) | |||||
| INVESTING ACTIVITIES | ||||||||
| Purchase of software | - | - | (248) | |||||
| Net Cash Used in Investing Activities | - | - | (248) | |||||
| FINANCING ACTIVITIES | ||||||||
| Proceeds from sale of common stock | - | - | 31,600 | |||||
| Loans from officer | - | 50 | 2,259 | |||||
| Net Cash Provided by Financing Activities | - | 50 | 33,859 | |||||
| NET DECREASE IN CASH | 24 | (146) | 119 | |||||
| CASH AT BEGINNING OF PERIOD | 95 | 248 | - | |||||
| CASH AT END OF PERIOD | $ | 119 | $ | 102 | $ | 119 | ||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||||||||
| CASH PAID FOR: | ||||||||
| Interest | $ | - | $ | - | $ | - | ||
| Income Taxes | $ | - | $ | - | $ | - | ||
The accompanying notes are an integral part of these financial statements.
MOJO SHOPPING, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2009
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at December 31, 2009, and for all periods presented herein, have been made.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's September 30, 2009 audited financial statements. The results of operations for the period ended December 31, 2009 is not necessarily indicative of the operating results for the full year.
NOTE 2 - GOING CONCERN
The Company's financial statements are prepared using generally accepted accounting principles 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 costs 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 is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.
The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
MOJO SHOPPING, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2009
NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Recent Accounting Pronouncements
In May 2009, the FASB issued SFAS 165 (ASC 855-10) entitled “Subsequent Events”. Companies are now required to disclose the date through which subsequent events have been evaluated by management. Public entities (as defined) must conduct the evaluation as of the date the financial statements are issued, and provide disclosure that such date was used for this evaluation. SFAS 165 (ASC 855-10) provides that financial statements are considered “issued” when they are widely distributed for general use and reliance in a form and format that complies with GAAP. SFAS 165 (ASC 855-10) is effective for interim and annual periods ending after June 15, 2009 and must be applied prospectively. The adoption of SFAS 165 (ASC 855-10) during the quarter ended September 30, 2009 did not have a significant effect on the Company’s financial statements as of that date or for the quarter or year-to-date period then ended. In connection with preparing the accompanying unaudited financial statements as of September 30, 2009 and for the quarter and nine month period ended September 30, 2009, management evaluated subsequent events through the date that such financial statements were issued (filed with the SEC)..
In June 2009, the FASB issued SFAS 168, the FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles. (“SFAS 168” pr ASC 105-10) SFAS 168 (ASC 105-10) establishes the Codification as the sole source of authoritative accounting principles recognized by the FASB to be applied by all nongovernmental entities in the preparation of financial statements in conformity with GAAP. SFAS 168 (ASC 105-10) was prospectively effective for financial statements issued for fiscal years ending on or after September 15, 2009 and interim periods within those fiscal years. The adoption of SFAS 168 (ASC 105-10) on July 1, 2009 did not impact the Company’s results of operations or financial condition. The Codification did not change GAAP, however, it did change the way GAAP is organized and presented. As a result, these changes impact how companies reference GAAP in their financial statements and in their significant accounting policies. The Company implemented the Codification in this Report by providing references to the Codification topics alongside references to the corresponding standards.
With the exception of the pronouncements noted above, no other accounting standards or interpretations issued or recently adopted are expected to have a material impact on the Company’s financial position, operations or cash flows.
NOTE 4 – EQUITY ACTIVITY
The company did not issue any common or preferred stock during the three months ended December 31, 2009.
NOTE 5 – NOTES PAYABLE AND RELATED PARTY PAYABLES
Various expenses of the Company including advertising, promotional expenses, and general and administrative expenses as well as loans for operating purposes have been paid for or made by the officers of the Company. The related party payables total $2,259 at December 31, 2009, do not bear interest, are unsecured and due upon demand.
MOJO SHOPPING, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2009
NOTE 6 – SUBSEQUENT EVENTS
In accordance with SFAS 165 (ASC 855-10) Company management reviewed all material events through the date this report was submitted to the Securities and Exchange Commission and there are no material subsequent events to report other than those reported.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.
Company Overview
We were incorporated on August 2, 2007, in the state of Delaware for the purpose of developing, promoting, and expanding our online retail business.
Ivona Janieszewski is our President, Secretary, Chief Executive Officer, Chief Financial Officer, and sole director.
At present, we lack the financial resources to operate and have therefore suspended operations indefinitely. We will need to raise additional funds during the next twelve months in order to resume operations or otherwise execute on our business plan. In addition, our management will consider other business opportunities should they arise.
Results of Operations for the three months ended December 31, 2009 and 2008 and for the Period from August 2, 2007 (Date of Inception) until December 31, 2009
We generated $0, $0 and $2,447 of Net Revenue for the three months ended December 31, 2009 and 2008, and for the period from August 2, 2007 (Date of Inception) until December 31, 2009, respectively. We realized a Net Loss of $2,681, 11,378 and $111,621 for the three months ended December 31, 2009 and 2008, and for the period from August 2, 2007 (Date of Inception) until December 31, 2009, respectively.
For the three months ended December 31, 2009 and 2008, and for the period from August 2, 2007 (Date of Inception) until December 31, 2009, we had $0, $36, and $4,628 in Cost of Goods Sold.
The primary Operating Expense for the three months ended December 31, 2009 and 2008 was General and Administrative expenses of $2,668 and $11,330. The primary Operating Expenses for the period from August 2, 2007 (Date of Inception) until December 31, 2009 were Advertising and Promotion expenses of $11,617 and General and Administrative expenses of $97,824, which expenses were offset by $139 of other income. Our net loss for the three months ended December 31, 2009 was substantially less than the net loss for the three months ended December 31, 2008 due to a reduction in our general and administrative expenses.
Liquidity and Capital Resources
As of December 31, 2009, we had total current assets of $119, consisting entirely of cash. Our total current liabilities as of December 31, 2009 were $80,598. Thus, we have a working capital deficit of $80,479, as of December 31, 2009.
Operating Activities generated $24 in cash for the three months ended December 31, 2009, and used $196 for the three months ended December 31, 2008, and $33,492 for the period from August 2, 2007 (Date of Inception) until December 31, 2009.
Investing Activities neither used nor generated cash for the three month periods ended December 31, 2009, and December 31, 2008. Investing Activities used $248 for the purchase of software in cash during the period from August 2, 2007 (Date of Inception) until December 31, 2009.
Financing Activities generated no cash and $50 from loans from officer for the three month periods ended December 31, 2009 and December 31, 2008. Financing Activities generated $31,600 in cash during the period from August 2, 2007 (Date of Inception) until December 31, 2009, as a result of a private offering of equity securities and $2,259 as a result of loans from the Company’s sole officer, Ivona Janieszewski.
As of December 31, 2009, we had $119 in cash. At present, we lack the financial resources to operate and have therefore suspended operations indefinitely. We will need to raise additional funds during the next twelve months in order to resume operations or otherwise execute on our business plan. In addition, our management will consider other business opportunities should they arise.
Off Balance Sheet Arrangements
As of December 31, 2009, there were no off balance sheet arrangements.
Going Concern
The accompanying financial statements have been prepared in conformity with generally accepted accounting principle, which contemplate our continuation as a going concern. However, we have an accumulated deficit of $80,598 as of December 31, 2009. We also currently have a working capital deficit, and have not completed our efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time.
Item 4T. Controls and Procedures
Management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act. This rule defines internal control over financial reporting as a process designed by, or 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 financial statements for external purposes in accordance with U.S. GAAP. Our internal control over financial reporting includes those policies and procedures that:
| • | Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; |
| • | Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and |
| • | Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements. |
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. In addition, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Ms. Ivona Janieszewski, our Chief Executive Officer and the Chief Financial Officer, conducted an evaluation of the effectiveness of our internal control over financial reporting. Based on this evaluation, our management has concluded that our internal control over financial reporting was not effective as of December 31, 2009 as the result of a material weakness. The material weakness results from significant deficiencies in internal control that collectively constitute a material weakness.
A significant deficiency is a deficiency, or combination of deficiencies, in internal control over financial reporting that is less severe than a material weakness, yet important enough to merit attention by those responsible for oversight of the registrant’s financial reporting. The Company had the following significant deficiencies at December 31, 2009:
| · | The company is effectively insolvent, and only has one employee to oversee bank reconciliations, posting payables, and so forth, so there are no checks and balances on internal controls. |
Remediation of Material Weakness
We are unable to remedy our internal controls until we are able to locate another business opportunity, or receive financing to hire additional employees. At this time, we are effectively not a going concern.
Limitations on the Effectiveness of Internal Controls
Our management, including our Chief Executive Officer and our Chief Financial Officer, does not expect that our disclosure controls and procedures or our internal control over financial reporting are or will be capable of preventing or detecting all errors or all fraud. Any control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. The design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Further, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that misstatements, due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns may occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls effectiveness to future periods are subject to risk.
PART II – OTHER INFORMATION
Item 1. Legal Proceedings
We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.
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
No matters have been submitted to our security holders for a vote, through the solicitation of proxies or otherwise, during the quarterly period ended December 31, 2009.
Item 5. Other Information
None
Item 6. Exhibits
| Exhibit Number | Description of Exhibit |
SIGNATURES
In accordance with the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Mojo Shopping, Inc. | |
| Date: | February 9, 2010 |
By: /s/ Ivona Janieszewski Ivona Janieszewski Title: Chief Executive Officer and Director |