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| MTVO.OB > SEC Filings for MTVO.OB > Form 10-Q on 15-May-2009 | All Recent SEC Filings |
15-May-2009
Quarterly Report
As used in this Form 10-Q, references to "Montavo," "the Company," "we," "our" or "us" refer to Montavo, Inc. unless the context otherwise indicates.
Forward-Looking Statements
The following discussion should be read in conjunction with our financial statements, which are included elsewhere in this Quarterly Report on Form 10-Q (this "Report"). This Report contains forward-looking statements which relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.
For a description of such risks and uncertainties refer to our Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on April 15, 2009. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform to actual results.
Overview
The Company was incorporated under the laws of the State of Delaware on April 20, 1994. From our incorporation and until December 13, 2004, we had no operating history other than organizational matters. On December 13, 2004, we acquired Trans Media Inc. ("Trans Media"), a Wyoming corporation, by acquiring all of its issued and outstanding shares from its shareholders pursuant to a Plan of Arrangement and Share Exchange Agreement, dated September 29, 2004, among our Company, Trans Media, and all the shareholders of Trans Media. Pursuant to such agreement, the shareholders of Trans Media exchanged all of their 10,720,000 shares of common stock of Trans Media for 10,720,000 shares of the Company's common stock, which represented 84.28% of the outstanding shares of the Company's common stock on a fully diluted basis. As a result of such share exchange, Trans Media became the wholly owned subsidiary of the Company. Such transaction was treated as a reverse merger of Trans Media, and Trans Media is the continuing entity for financial reporting purposes.
Trans Media was incorporated in the province of British Columbia on July 23, 2001, as 631411 B.C., LTD, and renamed Transworld Media, Inc. on October 28, 2002. It was reincorporated in Wyoming and renamed Trans Media, Inc. on November 18, 2004. Since October 2002, Trans Media has been engaged in the production and distribution of musical CD's and musical performances targeted to the South Asian immigrants residing in North America.
New Line of Business - Plan of Operation
In 2008, the Company decided to pursue a new, additional line of business in the mobile communications industry. While the Company intends to retain its current business plan and operations in the sale of musical CDs and offering musical performances, the Company also intends to also become a mobile enabler, by developing innovative applications and technologies that provide access to a permission-based mobile database which the Company is developing.
Montavo is a Washington corporation formed on December 23, 2004 and has developed a mobile Location Based Services (LBS) marketing solution for wireless carriers, mobile handsets manufacturers, wireless carrier/device software aggregators, personal navigation device (PND's) manufacturers, and vehicle manufacturers. Montavo has a patent pending filed for its "method and distribution system for location based wireless presentation of electronic coupons" technology.
Material Changes in Financial Condition
On March 31, 2009, we had $2,397 in cash, as compared to cash of $2,406 on December 31, 2008. Total assets on March 31, 2009 amounted to $392,867, an increase of approximately 9.3% as compared to total assets of $359,509 on December 31, 2008. The increase in total assets resulted primarily from investments in our software developed for internal use, from $320,140 on December 31, 2008 to $353,507 on March 31, 2009.
Current liabilities increased by approximately 12.7%, from $418,284 on December 31, 2008 to $471,551 on March 31, 2009. The increase in current liabilities resulted primarily from an increase in accounts payable, from $133,209 on December 31, 2008 to $142,114 on March 31, 2009; an increase in accounts payable related parties, from $241,828 on December 31, 2008 to $282,252 on March 31, 2009; and an increase in shareholder advances, from $17,491 on December 31, 2008 to $20,689 on March 31, 2009. The increased payables reflect extended payment terms negotiated with third party vendors, and shareholder loans and increased payables totaling $43,622 needed to meet ongoing cash requirements.
Additional paid in capital increased from $1,516,364 on December 31, 2008 to $1,687,133 on March 31, 2009 as a result of stock issued for cash, services, and debt conversion.
Material Changes in Results of Operations
We had no revenues in the three month period ended March 31, 2009. In the three month period ended March 31, 2009 we incurred a net loss of $191,235, as compared to a net loss of $129,219 in the three months period ended March 31, 2008. From December 23, 2004 (inception) to March 31, 2009, we incurred a net loss of $1,802,848. Operating expenses increased from $123,423 in the three months ended March 31, 2008 to $189,998 in the three months ended March 31, 2009. Interest expense decreased from $5,796 in the three months ended March 31, 2008 to $1,162 in the three months ended March 31, 2009 as a result of the conversion of debt into common stock on August 29, 2008 in connection with the consummation of the transactions contemplated by the Merger Agreement. Basic and diluted net loss per share decreased to $0.01 in the three month period ended March 31, 2009, as compared to $0.02 in the three month period ended March 31, 2008.
Off Balance Sheet Arrangements
We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital resources that are material to investors.
We are a development stage company with no operations and no revenues to date. Our independent auditors issued a going concern opinion, in their report dated April 14, 2009, with respect to our audited 2008 year-end financial statements. This means that our auditors believe there is substantial doubt that we can continue as an on-going business for the next 12 months. We do not anticipate that we will generate significant revenues until we have completed our business plan. Accordingly, we must raise additional capital from sources other than our operations in order to implement our business plan. Our 2008 year-end financial statements contain additional footnote disclosures describing the circumstances that lead to this disclosure by our independent auditors.
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