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Share Name | Share Symbol | Market | Type |
---|---|---|---|
THC Farmaceuticals Inc (PK) | USOTC:CBDG | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.0176 | 0.0176 | 0.57 | 0.00 | 13:26:27 |
[X]
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QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2014
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OR
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[ ]
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
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Large Accelerated Filer
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[ ]
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Accelerated Filer
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[ ]
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Non-accelerated Filer (Do not check if smaller reporting company)
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[ ]
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Smaller Reporting Company
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[X]
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Condensed Consolidated Balance Sheets
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3
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Condensed Consolidated Statements of Operations
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4
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Condensed Consolidated Statements of Cash Flows
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5
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Notes to Condensed Consolidated Financial Statements
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6
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12/31/2014
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9/30/2014
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||||||
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||||||||
ASSETS
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||||||||
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||||||||
Current Assets:
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||||||||
Cash
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$
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3,168
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$
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637
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||||
Accounts Receivable
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2,647
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1,754
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||||||
Total Current Assets
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5,815
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2,392
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||||||
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||||||||
Property plant & equipment net of accumulated depreciation
of $9,623 and $9,472, respectively |
12,082
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12,082
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||||||
Intangible Assets
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33,677
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33,677
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||||||
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||||||||
TOTAL ASSETS
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$
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51,574
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$
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48,150
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||||
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||||||||
LIABILITIES AND STOCKHOLDERS' DEFICIT
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||||||||
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||||||||
Current Liabilities:
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||||||||
Related Party Accounts Payable
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$
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0
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$
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900
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||||
Accounts Payable
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12,769
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5,084
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||||||
Current portion of long term debt - Related Party
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0
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0
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||||||
Total Current Liabilities
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12,769
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5,984
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||||||
Long Term Liabilities:
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||||||||
Accrued Interest Related Party
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0
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12,480
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||||||
Notes Payable to Related Parties
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5,000
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77,701
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||||||
Total Long Term Liabilities
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5,000
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90,181
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||||||
Total Liabilities
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17,769
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96,165
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||||||
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||||||||
Stockholders' Deficit
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||||||||
Preferred Stock 10,000,000 shares authorized having a par value of $0.001
per share; with no shares issued and outstanding as of December 31, 2014
and September 30, 2014, respectively
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-
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-
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||||||
Common Stock 90,000,000 shares authorized having a par value of $0.001
per share; 11,971,600 issued and outstanding as of December 31, 2013
and 8,968,000 shares issued and outstanding as of September 30, 2013
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8,968
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8,968
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||||||
Additional Paid-in Capital
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183,875
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83,875
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||||||
Accumulated Deficit
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(159,038
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)
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(140,858
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)
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||||
Total Stockholders' Deficit
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33,805
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(48,015
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)
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||||
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||||||||
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT
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$
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51,574
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$
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48,150
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For the
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For the
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||||||
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Three Months
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Three Months
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||||||
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Ended
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Ended
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December 31,
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December 31,
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2014
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2013
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Revenues
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||||||||
Revenues from transaction fees
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$
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4,406
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$
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5,003
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||||
Total Revenues
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4,406
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5,003
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Operating Expenses
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||||||||
General and Administrative
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10,294
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13,417
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Depreciation
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151
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151
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Service, related party
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2,475
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4,200
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||||||
Total Operating Expense
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12,920
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17,768
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||||||
Operating Loss
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(8,514
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) |
(12,765
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)
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||||
Interest Expense, finance of ATMs
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0
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39
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||||||
Interest Expense, related party
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0
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1,390
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||||||
Net Loss
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$
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(8,514
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)
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$
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(14,194
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)
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Loss per Common Share - Basic & Diluted
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$
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(0.01
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)
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$
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(0.01
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)
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||
Weighted Average Shares Outstanding - Basic & Diluted
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11,971,600
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8,968,000
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For the
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For the
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||||||
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Three Months
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Three Months
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||||||
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Ended
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Ended
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||||||
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December 31,
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December 31,
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||||||
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2014
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2013
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||||||
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||||||||
Cash Flows From Operating Activities
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||||||||
Net Loss
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$
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(8,514
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)
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$
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(14,194
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)
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||
Adjustments to reconcile net loss to net cash
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||||||||
from operating activities:
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||||||||
Depreciation
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151
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151
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||||||
(Increase)/Decrease in accounts receivable
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(893
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)
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165
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|||||
Increase/(Decrease) in accounts payable
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6,786
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10,415
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Accrued interest on related party loan
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(12,480
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) |
1,390
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Net Cash from Operating Activities
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(14,950
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)
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(2,073
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)
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Cash Flows from Investing Activities
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||||||||
Principal payments on Notes Payable
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0
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(909
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)
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||||
Proceeds from notes payable to related parties
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(72,701
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)
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3,000
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|||||
Net Cash from Investing Activities
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(72,701
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) |
2,091
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|||||
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||||||||
Cash Flows from Financing Activities | ||||||||
Proceeds from Related Party | 90,134 | 0 | ||||||
Net Cash from Financing Activities | 90,134 | 0 | ||||||
Net Increase/(Decrease) in Cash
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2,532
|
18
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||||||
Beginning Cash Balance
|
637
|
579
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||||||
Ending Cash Balance
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$
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3,169
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$
|
597
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||||
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||||||||
Supplemental Disclosure of Cash Flow Information
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||||||||
Cash paid during the period for interest
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$
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0
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$
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39
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||||
Cash paid during the period for taxes
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$
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0
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$
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200
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||||
Assets acquired in exchange for related party debt
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$
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-
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$
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-
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ITEM 2. | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION. |
Exhibit
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Incorporated by reference
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Filed
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|||
Number
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Document Description
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Form
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Date
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Number
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herewith
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2.1
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Articles of Incorporation, as amended
|
S-1
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12/30/10
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2.1
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|
2.2
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Bylaws
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S-1
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12/30/10
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2.2
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2.3
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Agreement and Plan of Merger
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S-1
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12/30/10
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2.3
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10.1
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Stock Purchase Agreement
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10-K
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11/18/14
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10.1
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10.2
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Lock Up Agreement
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8-K
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11/20/14
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10.2
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10.3
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Securities Purchase Agreement with Las Vegas Cannabis
Info Center
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8-K
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01/06/15
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10.1
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10.4
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Asset Purchase Agreement with David Tobias
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8-K
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01/06/15
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10.2
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|
21.1
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List of Subsidiaries
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S-1
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12/30/10
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21.1
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31.1
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Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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X
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|||
31.2
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Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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X
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|||
32.1
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Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Executive Officer
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X
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32.2
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Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Financial Officer
|
X
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|||
101.INS
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XBRL Instance Document
|
X
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|||
101.SCH
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XBRL Taxonomy Extension – Schema
|
X
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|||
101.CAL
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XBRL Taxonomy Extension – Calculations
|
X
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|||
101.DEF
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XBRL Taxonomy Extension – Definitions
|
X
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|||
101.LAB
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XBRL Taxonomy Extension – Labels
|
X
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|||
101.PRE
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XBRL Taxonomy Extension – Presentation
|
X
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CITY MEDIA, INC.
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||
BY:
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ERIC MILLER
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Eric Miller
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||
President, Principal Executive Officer and Director
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||
BY:
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JON McGEE
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Jon McGee
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||
Principal Financial Officer, Principal Accounting Officer, Treasurer and Director
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Exhibit
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Incorporated by reference
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Filed
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|||
Number
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Document Description
|
Form
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Date
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Number
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herewith
|
2.1
|
Articles of Incorporation, as amended
|
S-1
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12/30/10
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2.1
|
|
2.2
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Bylaws
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S-1
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12/30/10
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2.2
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|
2.3
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Agreement and Plan of Merger
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S-1
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12/30/10
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2.3
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|
10.1
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Stock Purchase Agreement
|
10-K
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11/18/14
|
10.1
|
|
10.2
|
Lock Up Agreement
|
8-K
|
11/20/14
|
10.2
|
|
10.3
|
Securities Purchase Agreement with Las Vegas Cannabis
Info Center
|
8-K
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01/06/15
|
10.1
|
|
10.4
|
Asset Purchase Agreement with David Tobias
|
8-K
|
01/06/15
|
10.2
|
|
21.1
|
List of Subsidiaries
|
S-1
|
12/30/10
|
21.1
|
|
31.1
|
Certification of Principal Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
|
X
|
|||
31.2
|
Certification of Principal Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
|
X
|
|||
32.1
|
Certification pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 for the Chief Executive Officer
|
X
|
|||
32.2
|
Certification pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 for the Chief Financial Officer
|
X
|
|||
101.INS
|
XBRL Instance Document
|
X
|
|||
101.SCH
|
XBRL Taxonomy Extension – Schema
|
X
|
|||
101.CAL
|
XBRL Taxonomy Extension – Calculations
|
X
|
|||
101.DEF
|
XBRL Taxonomy Extension – Definitions
|
X
|
|||
101.LAB
|
XBRL Taxonomy Extension – Labels
|
X
|
|||
101.PRE
|
XBRL Taxonomy Extension – Presentation
|
X
|
1. | I have reviewed this Form 10-Q for the period ending December 31, 2014 of City Media, Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit 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 report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a. | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b. | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c. | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d. | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer and I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
a. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
b. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
Date:
|
February 13, 2015
|
ERIC MILLER
|
Eric Miller
|
||
Principal Executive Officer
|
1. | I have reviewed this Form 10-Q for the period ending December 31, 2014 of City Media, Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit 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 report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a. | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b. | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c. | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d. | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer and I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
a. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
b. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
Date:
|
February 13, 2015
|
JON McGEE
|
Jon McGee
|
||
Principal Financial Officer
|
(1) | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
(2) | The information contained in this Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
ERIC MILLER
|
|
Eric Miller
|
|
Chief Executive Officer
|
(1) | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
(2) | The information contained in this Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
JON McGEE
|
|
Jon McGee
|
|
Chief Financial Officer
|
1 Year THC Farmaceuticals (PK) Chart |
1 Month THC Farmaceuticals (PK) Chart |
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