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| GFMH > SEC Filings for GFMH > Form 10-K on 14-Aug-2012 | All Recent SEC Filings |
14-Aug-2012
Annual Report
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
Disclaimer Regarding Forward-Looking Statements
This Annual Report on Form 10-K contains forward-looking statements within the meaning of the federal securities laws. These include statements about our expectations, beliefs, intentions or strategies for the future, which we indicate by words or phrases such as "anticipate," "expect," "intend," "plan," "will," "we believe," "believes," "management believes" and similar language. Except for the historical information contained herein, the matters discussed in this "Management's Discussion and Analysis of Financial Condition and Results of Operations," and elsewhere in this report are forward-looking statements that involve risks and uncertainties. The factors listed in the section captioned "Risk Factors," as well as any cautionary language in this report; provide examples of risks, uncertainties and events that may cause our actual results to differ materially from those projected. Except as may be required by law, we undertake no obligation to update any forward-looking statement to reflect events after the date of this Form 10-K.
Critical Accounting Policies and Estimates
Principles of consolidation. The consolidated financial statements include the accounts of the Company and its subsidiary. All significant inter-company balances and transactions are eliminated on consolidation.
Use of estimates. In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the dates of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. These accounts and estimates include, but are not limited to, the valuation of accounts receivable, inventories, deferred income taxes and the estimation on useful lives of property, plant and equipment. Actual results could differ from those estimates.
Accounts receivable.
Accounts receivable mainly represent amounts earned and are collectible from customers. Accounts receivable are stated at the amount we expect to collect. We maintain allowances for doubtful accounts for estimated losses resulting from the inability of our customers to make the required payments and use the specific identification method to record such allowances. We consider the following factors when determining the collectability of accounts receivable: a customer's credit-worthiness, past collection history, and changes in a customer's payment terms. Allowance for doubtful accounts is made based on any specifically identified accounts receivable that may become uncollectible.
Plan of Operations
We have not yet enjoyed any revenues. In the year ending April 30, 2012, notes payable in the amount of $38,000 was advanced by a related party; in addition $103,000 was raised from the sale of stock were advanced from business prospects for future business projects with us. The note carries three percent interest and is due on October 27, 2013. As of the date of this filing the note has been repaid.
We had a net loss before income taxes of $146,351 or an increase of $17,981 or 14.0% for the year ending April 30, 2012 compared to a net loss before income taxes of $128,370 for year ended April, 30, 2011. The increase in net loss in the period was primarily the result of greater rent expense of $14,767 compared to no rent expense in year ended April 30, 2011 and professional expenses of $43,718 for year ended April 30, 2012 compared to no professional fees in the same period in 2011. For the year ended April 30, 2012 we had total expenses of $145,781 or an increase of $22,043 or 17.8% (not including interest expense) for the year ending April 30, 2012 compared to total expenses of $123,738 for year ended April, 30, 2011. The increase in net loss in the period was primarily the result of greater rent expense of $14,767 compared to no rent expense in the year ended April 30, 2011 and professional expenses of $43,718 for year ended April 30, 2012 compared to no professional fees in the same period in 2011. Interest expense for year ended April 30, 2012 was $570 compared to $4,632 or a decrease of $4,062 as a result of our decrease in liabilities. In fiscal 2013, we expect to begin to generate revenues from the distribution of films we plan to develop or license during the year.
Total assets were $22,299 as of April 30, 2012 compared to $9,922 as of April 30, 2011 primarily the result of a 99% increase in prepaid assets of $19,266. Total liabilities as of April 30, 2012 were $66,430 compared to $177,865 as of April 30, 2011, or a decrease of $111,435 or 62.7%. The decrease was the result of a note to a previous related party of $161,335 that was cancelled as part of the October 27, 2011 reverse merger with China Advanced Technology. The shareholders' deficit as of April 30, 2012 was $44,131 compared to a deficit of $167,943 as of April 30, 2011.
Net cash used in operating activities was $107,333 in fiscal 2012 compared to net cash used in operations in fiscal 2011 of $107,935. During the year ended April 30, 2012, the founders contributed $47,000 and a private placement provided $36,000 in cash to fund operations. Net cash provided by financing activities was 110,251 in fiscal 2012, compared to net cash provided by financing activities of $116,426 in the year ended April 30, 2011. Net cash used in investing activities was $2,550 in fiscal 2012, compared to net cash used in investing activities of $8,492 in the year ended April 30, 2011.
Our cash needs in the year ended April 30, 2013 are estimated to be $200,000. This budget is based on the assumption that we will carry out one project at a time for which we will need about $50,000 in working capital; general and administrative expenses of $150,000 for the costs related to being public, and miscellaneous office expenses. We sold 343,334 shares for net proceeds of $103,000 in offerings conducted in fiscal year 2012 and raised $38,000 through a related party note. As we move forward with our business plan we will need to raise additional capital either through the sale of stock or funding from shares and or officers and directors to cover our cash needs through the end of the 2013 fiscal year.
Information included in this report includes forward looking statements, which can be identified by the use of forward-looking terminology such as may, expect, anticipate, believe, estimate, or continue, or the negative thereof or other variations thereon or comparable terminology. The statements in "Risk Factors" and other statements and disclaimers in this report constitute cautionary statements identifying important factors, including risks and uncertainties, relating to the forward-looking statements that could cause actual results to differ materially from those reflected in the forward-looking statements.
Since we have not yet generated any revenues until after April 30, 2010, we were a development stage company as that term is defined in Section 915 - Development Stage Entities, of the FASB Accounting Standards Codification. Our activities have mostly been devoted to seeking capital; seeking supply contracts and development of a business plan. Our auditors have included an explanatory paragraph in their report on our financial statements, relating to the uncertainty of our business as a going concern, due to our lack of operating history or current revenues, its nature as a start up business, management's limited experience and limited funds. We do not believe that conventional financing, such as bank loans, is available to us due to these factors. We have no bank line of credit available to us. Management believes that it will be able to raise the required funds for operations from one or more future offerings, in order to affect our business plan.
Our future operating results are subject to many factors including:
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our success in obtaining contracts for our services;
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the success of any joint marketing agreements;
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our ability to obtain additional financing; and
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other risks which we identify in future filings with the SEC.
Any or all of our forward looking statements in this filing and in any other public statements we make may turn out to be wrong. They can be affected by inaccurate assumptions we might make or by known or unknown risks and uncertainties. Consequently, no forward looking statement can be guaranteed. In addition, we undertake no responsibility to update any forward-looking statement to reflect events or circumstances which occur after the date of this prospectus.
Investment in Documentary
On July 28, 2012, we acquired a 30% exclusive interest for three years of an
A.C. Green, former National Basketball Association star, documentary of his
career.
We paid $7,085 to acquire this interest, of which a deposit of $2,550 was paid as of April 30, 2012 and the remaining $4,535 has been paid as of July 29, 2012.
Contractual Obligations and Off-Balance Sheet Arrangements
We do not have any contractual obligations or off balance sheet arrangements.
In May 2011, the FASB issued ASU 2011-19, Foreign Currency (Topic 830): Foreign Currency Issues: Multiple Foreign Currency Exchange Rates. The amendments in this Update are effective as of the announcement date of March 18, 2011. We do not expect the provisions of ASU 2011-19 to have a material effect on our financial statements.
In May 2011, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (ASU) No. 2011-04, "Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs". ASU No. 2011-4 does not require additional fair value measurements and is not intended to establish valuation standards or affect valuation practices outside of financial reporting. The ASU is effective for interim and annual periods beginning after December 15, 2011. We adopted ASU No. 2011-04 effective January 1, 2012 and it did not affect our results of operations, financial condition or liquidity.
In June 2011, the FASB issued ASU No. 2011-05, "Presentation of Comprehensive Income". The ASU eliminates the option to present the components of other comprehensive income as part of the statement of changes in shareholders' equity, and instead requires consecutive presentation of the statement of net income and other comprehensive income either in a continuous statement of comprehensive income or in two separate but consecutive statements. ASU No. 2011-5 is effective for interim and annual periods beginning after December 15, 2011. We adopted ASU 2011-05 effective January 1, 2012 and it did not affect our results of operations, financial condition or liquidity.
In December 2011, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update ("ASU") No. 2011-11, "Balance Sheet (Topic 210):
Disclosures about Offsetting Assets and Liabilities." This ASU requires an
entity to disclose information about offsetting and related arrangements to
enable users of its financial statements to understand the effect of those
arrangements on its financial position. ASU No. 2011-11 will be applied
retrospectively and is effective for annual and interim reporting periods
beginning on or after January 1, 2013. We do not expect adoption of this
standard to have a material impact on its consolidated results of operations,
financial condition, or liquidity.
Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the AICPA, and the Securities Exchange Commission (the "SEC") did not or are not believed by management to have a material impact on our present or future consolidated financial statements.
Commitments and Contingencies
We did not record any legal contingencies as of April 30, 2012.
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 its financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.
Item 7A.
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