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MDMC.OB > SEC Filings for MDMC.OB > Form 10-Q on 14-Feb-2012All Recent SEC Filings

Show all filings for MARINE DRIVE MOBILE CORP. | Request a Trial to NEW EDGAR Online Pro

Form 10-Q for MARINE DRIVE MOBILE CORP.


14-Feb-2012

Quarterly Report


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS

This Form 10-Q contains statements that constitute forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and
Section 27A of the Securities Act of 1933. The words "expect," "estimate," "anticipate," "predict," "believe," and similar expressions and variations thereof are intended to identify forward-looking statements. Such forward-looking statements include statements regarding, among other things,
(a) our projected sales and profitability, (b) our growth strategies, including the potential results of any acquisition or similar transaction, (c) anticipated trends in our industry, (d) our future financing plans, (e) our anticipated needs for working capital, and (f) the benefits related to ownership of our common stock. This information may involve known and unknown risks, uncertainties, and other factors that may cause our actual results, performance, or achievements to be materially different from the future results, performance, or achievements expressed or implied by any forward-looking statements for the reasons, among others, described within the various sections of this Form 10-Q, specifically the section entitled "Risk Factors". In light of these risks and uncertainties, there can be no assurance that the forward-looking statements contained in this Form 10-Q will in fact occur as projected. We undertake no obligation to release publicly any updated information about forward-looking statements to reflect events or circumstances occurring after the date of this Form 10-Q or to reflect the occurrence of unanticipated events.

The risks described below are the ones we believe are most important for you to consider. These risks are not the only ones that we face. If events anticipated by any of the following risks actually occur, our business, operating results or financial condition could suffer and the future price of our common stock could decline.

The following discussion should be read in conjunction with the information contained in the financial statements of Marine Drive Mobile Corp. ("we", "us", "our", or the Company) and the notes which form an integral part of the financial statements which are attached hereto.

The financial statements mentioned above have been prepared in conformity with accounting principles generally accepted in the United States of America and are stated in United States dollars.

Background

We were incorporated under the laws of the State of Nevada on January 18, 2007, under the name "Sona Resources, Inc.", with authorized capital stock of 250,000,000 shares at $0.001 par value. We were organized for the purpose of acquiring and developing mineral properties. We were not able to establish the existence of a commercially minable ore deposit and in June of 2011 we shifted our business focus to opportunities in the mobile commerce ("m-Commerce") industry. Mobile Commerce also known as M-Commerce or mCommerce, is the ability to conduct commerce using a mobile device, such as a mobile phone, a Personal Digital Assistant (PDA), a smartphone, or other emerging mobile equipment.

On June 6, 2011, we entered into the Exchange Agreement to acquire Marine Drive Technologies Inc. (the "Exchange Transaction"), a corporation organized under the laws of Canada ("MDT"), a developer of scalable m-Commerce applications and services, and on July 6, 2011, we changed our name to "Marine Drive Mobile Corp." On August 26, 2011, we entered into a Membership Interests Purchase Agreement for the acquisition of the outstanding membership interests of I Like A Deal, LLC ("ILAD"), a developer of group buying web based software (the "ILAD Transaction"). On September 12, 2011 we closed the Exchange Agreement with MDT and on October 3, 2011 we closed the Membership Interests Purchase Agreement with ILAD.

Critical Accounting Policies

Our discussion and analysis of our financial condition and results of operations, including the discussion on liquidity and capital resources, is based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, management re-evaluates its estimates and judgments.


The going concern basis of presentation assumes we will continue in operation throughout the next fiscal year and into the foreseeable future and will be able to realize our assets and discharge our liabilities and commitments in the normal course of business. Certain conditions, discussed below, currently exists which raise substantial doubt upon the validity of this assumption. The financial statements do not include any adjustments that might result from the outcome of the uncertainty.

The potential acquisition strategies we are considering are dependent upon our ability to obtain third party financing in the form of debt and/or equity. Such financings may not be available or may not be available on reasonable terms. As of June 30, 2011, we have not generated revenues, and have experienced negative cash flow from minimal exploration activities.

Results of Operations - Since inception to December 31, 2011

For the quarter ended December 31, 2011, we incurred a net loss of $173,283 from continuing operations. The net loss for the quarter ended December 31, 2010 of $5,624 has been classified as discontinued operations.

General and administration expenses for the quarter ended December 31, 2011, amounted to $128,963 with management salaries of $50,000, legal expense of $25,792, accounting expense of $12,000 and website expense of $10,736..

Marketing expenses for the quarter ended December 31, 2011 amounted to $44,320 reflecting the need of the new business focus to contact customers and merchants. Major expense items were $28,000 for materials, $6,000 for staff and $5,150 for call center services.

For the three months ended December 31, 2011, we had accumulated loss since inception of $519,852 being $382,283 from continuing operations and $137,569 from discontinued operations. This represents a net loss of $0.00 per share for the three months ended December 31, 2011 based on a weighted average number of shares outstanding of 38,198,261. We have not generated any revenue from operations since inception.

Cash and Cash Equivalents

As of December 31, 2011, we had cash of $51,412 as compared to $17,392 as of September 30, 2011. We anticipate that a substantial amount of cash will be used as working capital and to execute our strategy and business plan. As such, we further anticipate that we will have to raise additional capital of approximately $800,000 to fund our operational and research and development needs over the next twelve months.

Liquidity and Capital Resources

As of December 31, 2011, we had cash of $51,492 and working capital deficiency of $447,888. During the three month period ended December 31, 2011, we funded our operations from the proceeds of advances from a third party. On January 20, 2012 we completed a line of credit agreement for $1,000,000, from which we have drawn $440,924 as of December 31, 2011. If we have a change in our operating plans, increased expenses, or other events may cause us to seek even greater equity or debt financing in the future.

For the three month period ended December 31, 2011, we used net cash of $209,597 in operations. Net cash used in operating activities increased from $2,848 in the three month period ended December 31, 2010.

In order to execute on our business strategy, we will require additional working capital, commensurate with our operational needs. Our current cash requirements are significant due to the planned development and expansion of our business. Accordingly, we expect to continue to use debt and equity financing to fund operations for the next twelve months. In addition to the Line of Credit, we are currently seeking further financing and we believe that will provide sufficient working capital to fund our operations for at least the next six months. Changes in our operating plans, increased expenses, acquisitions, or other events, may cause us to seek additional equity or debt financing in the future., There are no assurances that we will be able to raise the required working capital on favorable terms, or that such working capital will be available on any terms when needed.


Capital Requirements

There is very limited historical financial information about us upon which to base an evaluation of our performance. We are a development stage corporation and have not generated any revenues from operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources.

Our existing capital resources will not be sufficient to meet our current obligations and operating requirements or our aggressive growth and acquisition plans. Therefore, we will need to rely on the Line of Credit and/or raise additional capital in the next 12 months. We will consider debt or equity offerings or institutional borrowing as potential means of financing, however, there are no assurances that we will be successful or that we will obtain terms that are favorable to us. Over the next twelve months, management estimates that we will require approximately $800,000 to fund our operational and research and development needs.

We have no assurance that financing will be available to us, or if available, on terms acceptable to us. If financing is not available to us, or on satisfactory terms, we may be unable to continue, develop or expand our operations. Additional equity financing could also result in additional dilution to our existing shareholders.

Off-Balance Sheet Arrangements

There are no off-balance sheet arrangements.

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