UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 2008
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE
EXCHANGE ACT
For the transition period from to
Safer Shot, Inc.
fka Monumental Marketing, Inc.
(Exact name of small business issuer as
specified in its charter)
Nevada
(State or other jurisdiction of incorporation)
000-28769
(Commission File Number)
20-2393338
(IRS Employer Identification No.)
110 E 59th St 25th Floor
New York, New York 10022
(Address of principal United States executive offices and Zip Code)
212-265-8600 ext 215
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practical date: August 9,
2008, 32,113,872
Transitional Small Business Disclosure Format (check one).
Yes ; No X
---- -----
INDEX
Page No.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Condensed Consolidated Balance Sheet at June 30, 2008
(unaudited) 4
Condensed Consolidated Statements of Operations for the
three months ended June 30, 2008 and 2007 5
Condensed Consolidated Statements of Cash Flows for the three
months ended June 30, 2008 and 2007 6
Notes to Unaudited Financial Statements 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN
OF OPERATION 8
ITEM 3. CONTROLS AND PROCEDURES 9
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS 9
ITEM 2. CHANGES IN SECURITIES 9
ITEM 3. DEFAULTS UPON SENIOR SECURITIES 9
ITEM 4. SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS 9
ITEM 5. OTHER INFORMATION 9
ITEM 6. EXHIBITS 9
SIGNATURES 9
Page Two
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Pollard-Kelley Auditing Services, Inc.
Auditing Services 4500 Rockside Road, Suite 450, Independence OH 44131
330-836-2558
Report of Independent Certified Public Accountants
Board of Directors
Safer Shot, Inc.
We have reviewed the accompanying consolidated balance sheets of
Safer Shot, Inc., as of June 30, 2008 and the related consolidated
statements of income, stockholders' equity, and cash flows for the periods
then ended. These interim financial statements are the responsibility of
the Company's management.
We conducted our review in accordance with the standards of the Public
Company Accounting Oversight Board. A review of interim financial
statements consists principally of applying analytical procedures and
making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit in accordance
with the standards of the Public Company Accounting Oversight Board,
the object of which is the expression of an opinion regarding the
financial statements taken as a whole. Accordingly, we do not express
such an opinion.
The Company has not generated significant revenues or profits to date.
This factor among others, may indicate the Company will be unable to
continue as a going concern. The Company's continuation as a going
concern depends upon its ability to generate sufficient cash flow to
conduct its operations and its ability to obtain additional sources of
capital and financing. The accompanying consolidated financial
statements do not include any adjustments that might result from the
outcome of this uncertainty.
Based on our review, we are not aware of any material modifications
that should be made to the accompanying financial statements in order
for them to be in conformity with generally accepted accounting
principles accepted in the United States of America.
Pollard-Kelley Auditing Services, Inc.
/S/ Pollard-Kelley Auditing Services, Inc.
August 14, 2008
Independence, Ohio
Page Three
PART I
ITEM 1. FINANCIAL STATEMENTS
SAFER SHOT, INC.
fka Monumental Marketing, Inc.
(A Development Stage Company)
CONDENSED CONSOLIDATED BALANCE SHEET
as of June 30, 2008
(Unaudited)
ASSETS:
Current Assets
Cash $ 9,764
Prepaid Expenses 438,032
-----------
Total Current Assets $ 447,796
Fixed Assets
Fixed Assets (net of Depreciation) $ 51,883
-----------
Total Assets $ 499,679
-----------
-----------
LIABILITIES AND EQUITY:
Current Liabilities
Accounts Payable $ 93,027
Accounts Payable in Dispute 211,106
Derivative Liability -
Notes Payable 328,829
-----------
Total Current Liabilities $ 632,962
-----------
Equity
Common stock - $0.001 par value, 75,000,000 shares authorized:
issued and outstanding June 30, 2008 30,757,622 shares $ 30,758
Additional paid in capital 780,180
Retained Earnings or (Deficit accumulated during development stage) (944,221)
-----------
Total Equity $ (133,283)
-----------
Total Liabilities And Equity $ 499,679
-----------
-----------
The accompanying notes are an integral part of these financial statements.
Page Four
SAFER SHOT, INC.
fka Monumental Marketing, Inc.
(A Development Stage Company)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
for the three months ended as of June 30, 2008 and 2007
For the three months ended September 16, 1997
June 30, (Inception) to
------------------------------------- June 30,
2008 2007 2008
------------------ ----------------- -----------------
REVENUES:
Revenues $ - $ - $ -
COSTS AND EXPENSES:
General and Administrative 20,448 12,435 334,257
Officer's Compensation 24,999 30,895 408,362
Consulting Expenses 3,000 54,424 286,825
Research and Development - 204 180,306
Legal Fees - 3,338 102,438
Incentive Based Compensation - 731 1,250,000
Depreciation - - 10,598
Total Costs and Expenses 48,447 102,027 (2,572,786)
Net Operating Income or (Loss) $ (48,447) $ (102,027) $ (2,572,786)
------------------ ----------------- -----------------
------------------ ----------------- -----------------
OTHER INCOME AND EXPENSES:
Interest Expense $ (31,262) $ - $ (91,863)
------------------ ----------------- -----------------
Net Loss (79,709) (102,027) (2,664,649)
OTHER COMPREHENSIVE INCOME
Decrease in Fair Value of Derivatives 458,836 - 1,720,428
------------------ ----------------- -----------------
Net Other Comprehensive
Income/Loss) $ 379,127 $ (102,027) $ (944,221)
------------------ ----------------- -----------------
------------------ ----------------- -----------------
Income per Share
Weighted average number of common
shares outstanding 32,594,120
Net(Loss) Per Share (0.00)
Other Comprehensive Income per Share 0.01
Net Other Comprehensive Income/(Loss) per Share 0.01
The accompanying notes are an integral part of these financial statements.
Page Five
SAFER SHOT, INC.
fka Monumental Marketing, Inc.
(A Development Stage Company)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
for the three months ended as of June 30, 2008 and 2007
For the three months ended
June 30, September 16, 1997
---------------------------------------- (inception) to
2008 2007 June 30, 2008
------------------ ------------------ ------------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net Income or (Loss) $ 379,127 $ (106,081) $ (843,886)
Adjustments to reconcile Net Income to
Net Cash provided
Depreciation - 731 11,685
(Increase)/Decrease in Prepaid Expenses - 5,271 -
Increase/(Decrease) in Prepaid Financing 24,468 29,312 (438,032)
Increase/(Decrease) in Prepaid Current Liabilities (452,043) 4,054 318,286
Accrued Interest - 5,250 47,035
Stock and Options issued for services - - 7,550
Theft and Abandonment Loss - - (21,880)
Donated Services - - 8,194
------------------ ------------------ ------------------
Net Cash provided by Operating Activities $ (48,448) $ (61,463) $ (911,048)
CASH FLOWS FROM INVESTING
ACTIVITIES:
Purchase of fixed assets $ - $ (4,270) $ (72,337)
Sale of fixed assets - - 1,343
Note Payable - 86,922 250,000
----------------- ------------------ -----------------
Net change in cash from Investing Activities $ - $ 82,652 $ 179,006
CASH FLOWS FROM FINANCING
ACTIVITIES:
Issued 19,999,999 shares of common stock $ - $ - $ 10,000
Issued 500,000 shares of common stock - - 500,000
Issued 800,000 shares of common stock - - 200,000
Issued 40,000 shares of common stock - - 30,000
Contributed Capital from shareholder - - 1,806
------------------ ------------------ ------------------
$ - $ - $ 741,806
Balance at beginning of period 58,212 19,606 -
Net Increase (Decrease) in cash (48,448) 21,189 9,764
Balance as at end of period 9,764 40,795 9,764
SUPPLEMENTAL DISCLOSURE OF NON-CASH ITEMS
Issuance Of Stock For Services - - 7,550
The accompanying notes are an integral part of these financial statements.
Page Six
SAFER SHOT, INC.
fka Monumental Marketing, Inc.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED June 30, 2008 AND 2007
(Unaudited)
GENERAL
Safer Shot, Inc. fka Monumental Marketing, Inc. (the Company) has elected
to omit substantially all footnotes to the financial statements for the three
months ended June 30, 2008, since there have been no material changes (other
than indicated in other footnotes) to the information previously reported by
the Company in their Annual Report filed on the form 10 K for the twelve
months ended September 30, 2007.
COMMON STOCK
The Company issued 40,000 shares of common stock for cash in October. The
Company issued 2,145,140 shares of common stock from exercise of options
issued in April 2007. The Company canceled 2,145,140 shares of common stock
on March 28, 2008.
WARRANTS
The Company issued 65,000 warrants in November 2006, This can be exercised at
$.15 per share during the next three years from time of issuance. The
warrants are not included in the computation of weighted average of shares
as it would be ant-dilutive. The Company will also need to report a loss if
the warrants are not exercised.
The Company issued 40,000 warrants exercisable at $2.00 per share in
connection with the issuance of 40,000 shares of its common stock in October
2007.
OPTIONS
The Company issued 5,000,000 options in April 2007. These will be exercisable
at $.001 per share during the next ten years. The Company rescinded the
option agreement in the first quarter 2008.
ACCOUNTS PAYABLE IN DISPUTE
The balance represents trade payables arising since inception that the Company
is disputing and hopes to be able to reduce and satisfy.
NOTE PAYABLE
On January 29, 2008, the company's directors issued a bridge note for $100,000.
The loan is convertible at 75% of market price if not repaid by July 28, 2008.
The information furnished herein was taken from the books and records of the
Company without audit. However, such information reflects all adjustments
which are, in the opinion of management, necessary to properly reflect the
results of the interim period presented. The information presented is not
necessarily indicative of the results from operations expected for the full
fiscal year.
Page Seven
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
This Quarterly Report contains certain forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended, which are
intended to be covered by the safe harbors created thereby. Investors are
cautioned that all forward-looking statements involve risks and uncertainty,
including without limitation, the ability of the Company to continue its
expansion strategy, changes in costs of raw materials, labor, and employee
benefits, as well as general market conditions, competition and pricing.
Although the Company believes that the assumptions underlying the
forward-looking statements contained herein are reasonable, any of the
assumptions could be inaccurate, and therefore, there can be no assurance that
the forward-looking statements included in this Quarterly Report will prove to
be accurate. n light of the significant uncertainties inherent in the forward-
looking statements included herein, the inclusion of such information should
not be regarded as a presentation by the Company or any other person that the
objectives and plans of the Company will be achieved.
The Company acquired the technology for the Bouncer non-lethal weapon
through a Technology Transfer agreement with an Israeli developer in 2006.
Since the time of the acquisition, the Company has continued to fund the
development and testing of the non-lethal weapon and ammunition system which
uses kinetic energy to incapacitate an assailant at a range of up to 22 ft.
In May 2008 the Company will begin independent testing and certification
of the M-22 non-lethal weapon in the U.S. in preparation for market. Safer
Shot's short term growth strategy is to market three different versions of the
non-lethal technology, the duel shot M-22, the duel shot M-11 add on firing
device which is designed to be mounted on a handgun and allows the user to
carry a single weapon capable of successfully responding to a non-lethal or
lethal environment as well as the single shot Mini.
In addition to the Safer Shot Non-Lethal Weapon, the Company plans to
identify, acquire and integrate manufacturers and developers of non-traditional
weapons, weapon's accessories and security products for law enforcement,
security personnel and consumers into their core business.
The Company may obtain funds in one or more private placements on loans
to finance the operation of any acquired business, if necessary.
There can be no assurance that the Company will be able to raise any
funds in private placement.
PLAN OF OPERATIONS
The Company had no sales or sales revenues for the three months ended
June 30, 2008 or 2007. Safer Shot is a development stage Company. To date,
the Company's activities have been focused on the continued development of
the non-lethal Bouncer in preparation for retail sales.
The Company had general and administrative expenses of $20,448 for the
three month period ended June 30, 2008 and $12,435 for the same period in
2007. The Company had legal fees of $ 0 for the three month period ended
June 30, 2008 and $3,338 for the three month period ended June 30, 2007.
The Company had consulting expenses of $3,000 for the three month period
ended June 30, 2008 and $54,424 for the same period in 2007.
The change in expenses is attributed to the company's pursuit of
intellectual property and the development of that property.
CAPITAL RESOURCES AND LIQUIDITY
At June 30, 2008, the Company had total current assets of $447,032 and
total assets of $499,679 as compared to $50,154 current assets and $77,030
total assets at June 30, 2007. The Company had net working capital of
$(185,166) at June 30, 2008 and $(204,766) at June 30, 2007.
Net stockholders' equity in the Company was $(133,283) as of June 30,
2008 and $(424,866) at June 30, 2007.
Page Eight
ITEM 3. CONTROLS AND PROCEDURES
The Company's Chief Executive Officer and Chief Financial Officer have
concluded, based on an evaluation conducted within 90 days prior to the filing
date of this Quarterly Report on Form 10-Q, that the Company's disclosure
controls and procedures have functioned effectively so as to provide those
officers the information necessary to evaluate whether:
(i) this Quarterly Report on Form 10-Q contains any untrue statement
of a material fact or omits 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 Quarterly Report on Form 10-Q, and
(ii) the financial statements, and other financial information included
in this Quarterly Report on Form 10-Q, fairly present in all material
respects the financial condition, results of operations and cash flows
of the Company as of, and for, the periods presented in this Quarterly
Report on Form 10-Q.
There have been no changes in the Company's internal controls or in other
factors since the date of the Chief Executive Officer's and Chief Financial
Officer's evaluation that could significantly affect these internal controls,
including any corrective actions with regard to significant deficiencies and
material weaknesses.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 2. CHANGES IN SECURITIES
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None/Not Applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS
None/Not Applicable.
ITEM 5. OTHER INFORMATION
On April 29, 2008 the Company announced that it planned to begin an
independent testing program of the M-22 Non-Lethal weapon and The Bouncer
Technology. Management has decided to suspend all current and past due
payments to TAG Engineering and Yehuda Meller, payable under the Technology
Transfer Agreement, until the testing is completed.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS
The following documents are filed herewith or have been included as
exhibits to previous filings with the Commission and are incorporated
herein by this reference:
Exhibit No. Exhibit
3 Articles of Incorporation (1)
3.2 Bylaws (1)
3.1 Amended Articles of Incorporation (1)
31 Certification Pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002.
32 Certification Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002.
(b) Reports on Form 8-K. No reports on Form 8-K were filed during the
period covered by this Form 10-Q.
(1) Incorporated herein by reference from Registrant's Form 10SB12G,
Registration Statement, dated January 5, 2000.
SIGNATURES
Pursuant to the requirements of section 13 or 15(d) of the
Securities Exchange Act of 1934, as amended, the Registrant has
duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
SAFER SHOT, INC.
Dated: August 14, 2008
By Margaret Johns
---------------------------------
/s/ Margaret Johns
President