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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Immediatek Inc (GM) | USOTC:IMKI | 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% | 0.000001 | 0.000001 | 0.000001 | 0.00 | 01:00:00 |
x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended
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December 31, 2012
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Commission file number: |
000-26073
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Nevada
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86-0881193
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(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.)
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3301 Airport Freeway, Suite 200
, Bedford, Texas
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76021
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
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(888) 661-6565
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Title of each class
None
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Name of each exchange on which registered
None
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Common Stock, par value $0.001
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(Title of class)
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Large accelerated filer
o
Non-accelerated filer
o
(Do not check if a smaller reporting
company)
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Accelerated filer
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Smaller reporting company
x
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Page
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INTRODUCTION |
1
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FORWARD−LOOKING STATEMENTS |
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S-1
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F-1
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·
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our inability to continue as a going concern;
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·
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our history of losses, which may continue;
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·
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our inability to utilize the funds received in a manner that is accretive;
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·
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our inability to generate sufficient funds from operating activities to fund operations;
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·
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difficulties in developing and marketing new products;
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·
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our inability to prevent or minimize interruptions in our service and interruptions to customer data access, and any related impact on our reputation;
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·
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our inability to retain existing recurring customers and attract new recurring customers;
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·
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our inability to execute our growth and acquisition strategy;
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·
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our dependence on third-party contractors, platforms, software, websites, and technologies used in the creation and maintenance of the FilesAnywhere service; and
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·
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general economic conditions, including among others, continuing unemployment.
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Description of Business.
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·
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Officeware – Increase Users.
We are focused on increasing the number of users of the various
online back-up, file storage and other web-based services for individuals, businesses and governmental organizations offered through Officeware. We may pursue aggressive advertising campaigns or other promotions primarily aimed at new users.
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·
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Acquisitions
. In addition to the Officeware acquisition which was consummated on April 1, 2010, we may identify and pursue additional potential acquisition candidates to support our strategy of growing and diversifying our business through selective acquisitions
.
No assurances can be given, however, that we will be successful in identifying any potential targets and, when identified, consummating their acquisition.
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·
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$0.683015632 per share of Series A Convertible Preferred Stock; and
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·
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The amount that the holder of that share of Series A Convertible Preferred Stock would have received had the holder converted that share into shares of our common stock immediately prior to the liquidation event.
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·
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$7.17092619 per share of Series B Convertible Preferred Stock; and
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·
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the amount that the holder of that share of Series B Convertible Preferred Stock would have received had the holder converted that share into shares of Company common stock immediately prior to the liquidation event.
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Risk Factors.
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·
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our small public float;
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·
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market conditions in our industry, the industries of our customers and the economy as a whole;
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·
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variations in our operating results;
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·
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announcements of technological innovations, new or enhanced services, strategic alliances or significant agreements by us or by our competitors;
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·
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gain or loss of significant customers;
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·
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recruitment or departure of our key personnel;
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·
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the volume of shares of our common stock available for public sale, including for sale by affiliates and other stockholders that own substantial amounts of our common stock; and
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·
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adoption or modification of regulations, policies, procedures or programs applicable to our business.
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·
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authorize or issue any additional shares of capital stock (other than to holders of the Series A Convertible Preferred Stock);
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·
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declare or pay any dividends (other than dividends payable to us or our subsidiaries) on, or declare or make any other distribution, directly or indirectly, on account of, any shares of our common stock now or hereafter outstanding;
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·
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repurchase any outstanding shares of capital stock;
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·
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approve or modify by 10% or more the aggregate amount of any annual or other operating or capital budget, or approve or modify by 50% or more any single line item of any such operating or capital budget;
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·
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increase the salary of any officer or employee or pay any bonus to any officer, director or employee not contemplated in a budget or bonus plan approved by directors designated by the holders of the shares of the Series A Convertible Preferred Stock originally issued under the Purchase Agreement then outstanding;
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·
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retain, terminate or enter into any salary or employment negotiations or employment agreement with any employee or any future employee;
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·
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incur indebtedness (other than trade payables) or enter into contracts or leases that require payments in excess of $5,000 in the aggregate;
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·
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make or incur any single capital expenditure;
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·
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award stock options, stock appreciation rights or similar employee benefits or determine vesting schedules, exercise prices or similar features;
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·
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make any material change in the nature of our business or enter into any new line of business, joint venture or similar arrangement;
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·
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pledge our assets or guarantee the obligations of any other individual or entity; or
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·
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form or acquire any subsidiary, joint venture or similar business entity.
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·
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reductions in customers’ budgets for cloud storage infrastructure purchases and indefinite delays in their budgeting and purchasing cycles, especially given the general economic downturn, could have an adverse effect on our business and operating results because the purchase of our products requires our customers to make strategic and capital investment decisions about their storage infrastructures;
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·
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aggressive pricing tactics by our competitors could adversely affect our operating results because we may offer our products at a discount to win new business and maintain existing customers, which could decrease our gross margins;
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·
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the length of time between our accepting a new customer and the recognition of revenue from that customer, which can be several quarters because orders may contain terms that do not permit us to recognize revenue until certain conditions have been satisfied;
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·
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our ability to develop and introduce in a timely manner, new services, products and product enhancements that meet customer requirements; and
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·
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the timing of product releases or upgrades by us or by our competitors, which could have an adverse effect on our revenue if customers delay orders pending the new release or upgrade.
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Properties.
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Legal Proceedings.
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Mine Safety Disclosures.
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Market for Registrant’s Common Equity, Related Stockholders Matters and Issuer Purchases of Equity Securities.
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2012
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2011
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Dividends Paid
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||||||||||||||||||||||
High
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Low
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High
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Low
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2012
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2011
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|||||||||||||||||||
First Quarter
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$ | 2.00 | $ | 1.15 | $ | 2.25 | $ | 1.03 | $ | - | $ | - | ||||||||||||
Second Quarter
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$ | 1.75 | $ | 1.17 | $ | 5.00 | $ | 1.50 | $ | - | $ | - | ||||||||||||
Third Quarter
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$ | 1.55 | $ | 1.55 | $ | 6.00 | $ | 1.50 | $ | - | $ | - | ||||||||||||
Fourth Quarter
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$ | 2.25 | $ | 0.7655 | $ | 2.75 | $ | 1.15 | $ | - | $ | - |
Selected Financial Data.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations.
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·
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Our Business – a general description of our business, our objectives, our areas of focus and the challenges and risks of our business.
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·
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Critical Accounting Policies and Estimates – a discussion of accounting policies that require critical judgments and estimates.
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·
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Operations Review – an analysis of our consolidated results of operations for the periods presented in this Annual Report on Form 10-K.
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·
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Liquidity, Capital Resources and Financial Position – an analysis of our cash flows and debt and contractual obligations; and an overview of our financial condition.
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For the Year Ended December 31,
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||||||||
2012
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2011
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|||||||
Net loss
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$ | (645,763 | ) | $ | (781,384 | ) | ||
Net cash used in operating activities
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$ | ( 138,595 | ) | $ | (72,052 | ) |
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·
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Convertible Securities
. From time to time, we have issued, and in the future may issue, convertible securities with beneficial conversion features. We account for these convertible securities in accordance with
ASC Topic 470,
Beneficial Conversion Feature
.
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·
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Revenue Recognition
.
Officeware generates revenue primarily from monthly fees for the services and products that it offers. While revenues for Officeware’s FilesAnywhere.com product are often received in advance of providing the applicable service, the Company defers recognizing such revenues until the service has been performed. Revenues for Officeware’s custom products for large enterprises are often received after such services are provided. The Company recognizes such revenues when service has been provided and collection is reasonably assured.
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Immediatek, Inc.
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||||||||||||||||
Consolidated Statements of Operations
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||||||||||||||||
For the Year Ended December 31,
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2012 vs. 2011
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|||||||||||||||
2012
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2011
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Fav/(Unfav)
Variance |
%
Variance |
|||||||||||||
Revenues
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$ | 3,246,272 | $ | 3,089,364 | $ | 156,908 | 5.08 | % | ||||||||
Cost of revenues
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(1,206,200 | ) | (1,004,969 | ) | (201,231 | ) | (20.02 | %) | ||||||||
Gross margin
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2,040,072 | 2,084,395 | (44,323 | ) | (2.13 | %) | ||||||||||
Expenses:
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||||||||||||||||
Research and development
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950,417 | 994,580 | 44,163 | 4.44 | % | |||||||||||
Sales and marketing
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545,912 | 474,145 | (71,767 | ) | (15.14 | %) | ||||||||||
General and administrative
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762,855 | 941,470 | 178,615 | 18.97 | % | |||||||||||
Non-cash consulting expense-related party
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82,000 | 42,000 | (40,000 | ) | (95.24 | %) | ||||||||||
Depreciation and amortization
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330,203 | 341,534 | 11,331 | 3.32 | % | |||||||||||
Litigation settlement
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- | 40,000 | 40,000 | 100.00 | % | |||||||||||
Total expenses
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2,671,387 | 2,833,729 | 162,342 | 5.73 | % | |||||||||||
Net operating loss
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(631,315 | ) | (749,334 | ) | 118,019 | 15.75 | % | |||||||||
Other income (expense):
|
||||||||||||||||
Other income
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- | 541 | (541 | ) | (100.00 | %) | ||||||||||
Interest income
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1,945 | 1,604 | 341 | 21.26 | % | |||||||||||
Interest expense
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(560 | ) | (4,164 | ) | 3,604 | 86.55 | % | |||||||||
Total other income
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1,385 | (2,019 | ) | 3,404 | 168.60 | % | ||||||||||
Income tax expense
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(15.833 | ) | (30,031 | ) | 14,198 | 47.28 | % | |||||||||
Net loss
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$ | (645,763 | ) | $ | (781,384 | ) | $ | 135,621 | 17.36 | % | ||||||
Weighted average number of common shares
outstanding - basic and fully diluted |
15,865,641 | 15,865,641 | - | - | ||||||||||||
Basic and diluted loss per common share attributable to
common stockholders |
(0.04 | ) | (0.05 | ) | - | - |
Quantitative and Qualitative Disclosure About Market Risk.
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Financial Statements and Supplementary Data.
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Changes In and Disagreements With Accountants on Accounting and Financial Disclosure.
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Directors, Executive Officers and Corporate Governance.
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Executive Compensation.
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Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
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Certain Relationships and Related Transactions, and Director Independence.
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Principal Accounting Fees and Services.
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Exhibits, Financial Statement Schedules.
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a)
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Financial Statements (our audited consolidated financial statements and accompanying footnotes can be found beginning with the Index to Consolidated Financial Statements on page F-1, which follows the signature page of this Annual Report on Form 10-K.)
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b)
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Exhibits -- The following exhibits are provided pursuant to provisions of Item 601 of Regulation S-K:
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Exhibit
Number
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Description of Exhibit
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3.1
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Amended and Restated Articles of Incorporation of the Registrant, dated as of June 2, 2006 and filed with the Secretary of State of the State of Nevada on June 5, 2006 (filed as Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-QSB for quarter ended March 31, 2006 (filed on June 26, 2006) and incorporated herein by reference).
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Exhibit
Number
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Description of Exhibit
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3.2
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Bylaws of the Registrant (filed as Exhibit 3.2 to the Registrant’s Annual Report on Form 10-KSB for year ended December 31, 2005 (filed on May 11, 2006) and incorporated herein by reference).
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4.1
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Form of common stock certificate of the Registrant (filed as Exhibit 4.1 to the Registrant’s Annual Report on Form 10-KSB for year ended December 31, 2005 (filed on May 11, 2006) and incorporated herein by reference).
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4.2
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Amended and Restated Certificate of Designation, Rights and Preferences of Series A Convertible Preferred Stock of the Registrant, dated as of October 13, 2009 and filed with the Secretary of State of the State of Nevada on October 15, 2009 (filed as Exhibit 4.1 to the Registrant’s Form 8-K filed on October 19, 2009 and incorporated herein by reference).
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4.3
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Form of stock certificate for Series A Convertible Preferred Stock (filed as Exhibit 4.8 to the Registrant’s Quarterly Report on Form 10-QSB for quarter ended March 31, 2006 (filed on June 26, 2006) and incorporated herein by reference).
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4.4
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Amended and Restated Certificate of Designation, Rights and Preferences of Series B Convertible Preferred Stock of the Registrant, dated as of October 13, 2009 and filed with the Secretary of State of the State of Nevada on October 15, 2009 (filed as Exhibit 4.2 to the Registrant’s Form 8-K filed on October 19, 2009 and incorporated herein by reference).
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4.5
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Form of stock certificate for Series B Convertible Preferred Stock (filed as Exhibit 4.5 to the Registrant’s Annual Report on Form 10-K for year ended December 31, 2008 (filed on March 31, 2009) and incorporated herein by reference).
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10.1
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Amendment to Stock Exchange Agreement, dated April 1, 2010, by and among Immediatek, Inc., Officeware Corporation, Officeware Acquisition Corporation, Timothy Rice, Chetan Jaitly, Radical Holdings LP, Darin Divinia, Dawn Divinia, Robert Hart, Kimberly Hart, Martin Woodall and Radical Investments LP (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on April 8, 2010 and incorporated herein by reference).
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10.2*
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Executive Agreement, dated April 1, 2010, between Officeware Corporation and Timothy Rice (filed as Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on April 8, 2010 and incorporated herein by reference).
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10.3*
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Executive Agreement, dated April 1, 2010, between Officeware Corporation and Chetan Jaitly (filed as Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on April 8, 2010 and incorporated herein by reference).
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10.4*
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Executive Agreement, dated April 1, 2010, between Officeware Corporation and Rajesh Jaitly (filed as Exhibit 10.4 to the Registrant’s Current Report on Form 8-K filed on April 8, 2010 and incorporated herein by reference).
|
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10.5
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Management Services Agreement, dated March 17, 2011, between Immediatek, Inc. and Radical Ventures LLC (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on March 17, 2011 and incorporated herein by reference).
|
|
10.6
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Commercial Lease, by and between Officeware Corporation and Chow Family LLC dated March 17, 2011 (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on March 23, 2011 and incorporated herein by reference).
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Exhibit
Number
|
Description of Exhibit
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14.1
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Immediatek, Inc. Code of Business Conduct and Ethics (filed as Exhibit 14.1 to the Registrant’s Annual Report on Form 10-KSB for the year ended December 31, 2007 (filed on March 28, 2008) and incorporated herein by reference.)
|
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21.1**
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Subsidiaries of the Registrant.
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31.1**
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Certification of Principal Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act.
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31.2**
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Certification of Principal Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act.
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32.1**
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Certification Required by 18 U.S.C. Section 1350 (as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002).
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32.2**
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Certification Required by 18 U.S.C. Section 1350 (as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002).
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101**
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XBRL data files of Financial Statements and Notes contained in this Annual Report on Form 10-K.
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Immediatek, Inc.¸
a Nevada corporation
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Date: April 12, 2013
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By: | /s/ TIMOTHY M. RICE |
Name: | Timothy M. Rice | |
Title: | President and Chief Executive Officer | |
(On behalf of the Registrant and as Principal | ||
Executive Officer)
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Signature
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Capacity
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Date
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||
/s/ TIMOTHY M. RICE
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Director, President and Chief
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April 12, 2013
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||
Timothy M. Rice
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Executive Officer
(principal executive officer)
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|||
/s/ TIMOTHY MCCRORY
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Vice President and Chief
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April 12, 2013
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||
Timothy McCrory
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Financial Officer
(principal financial officer)
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|||
/s/ ROBERT S. HART
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Director and Secretary
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April 12, 2013
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Robert S. Hart
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||||
/s/ MARTIN WOODALL
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Director
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April 12, 2013
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Martin Woodall
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Page
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F-2
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F-3
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F-4
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F-5
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F-6
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F-7
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Consolidated Balance Sheets
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Consolidated Statements of Operations
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For the Year Ended December 31,
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||||||||
2012
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2011
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|||||||
Revenues
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$ | 3,246,272 | $ | 3,089,364 | ||||
Cost of revenues
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(1,206,200 | ) | (1,004,969 | ) | ||||
Gross margin
|
2,040,072 | 2,084,395 | ||||||
Expenses:
|
||||||||
Research and development
|
950,417 | 994,580 | ||||||
Sales and marketing
|
545,912 | 474,145 | ||||||
General and administrative
|
762,855 | 941,470 | ||||||
Non-cash consulting expense-related party
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82,000 | 42,000 | ||||||
Depreciation and amortization
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330,203 | 341,534 | ||||||
Litigation settlement
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- | 40,000 | ||||||
Total expenses
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2,671,387 | 2,833,729 | ||||||
Net operating loss
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(631,315 | ) | (749,334 | ) | ||||
Other income (expense):
|
||||||||
Other Income
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- | 541 | ||||||
Interest income
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1,945 | 1,604 | ||||||
Interest expense
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(560 | ) | (4,164 | ) | ||||
Total other income (expense)
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1,385 | (2,019 | ) | |||||
Income Tax Expense
|
15,833 | 30,031 | ||||||
Net loss
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$ | (645,763 | ) | $ | (781,384 | ) | ||
Weighted average number of common shares
|
||||||||
outstanding - basic and fully diluted
|
15,865,641 | 15,865,641 | ||||||
Basic and diluted loss per common share
|
||||||||
attributable to common stockholders
|
$ | (0.04 | ) | $ | (0.05 | ) |
Consolidated Statement of Changes in Stockholders' Equity (Deficit)
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Additional
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Total
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|||||||||||||||||||
Common Stock
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Paid-in
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Accumulated
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Stockholders'
|
|||||||||||||||||
Shares
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Amount
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Capital
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Deficit
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Deficit
|
||||||||||||||||
Balance, December 31, 2010
|
15,865,641 | $ | 15,865 | $ | 5,189,772 | $ | (4,978,538 | ) | $ | 227,099 | ||||||||||
Deemed contribution for services provided by stockholder
|
- | - | 42,000 | - | 42,000 | |||||||||||||||
Net loss
|
- | - | - | (781,384 | ) | (781,384 | ) | |||||||||||||
Balance, December 31, 2011
|
15,865,641 | $ | 15,865 | $ | 5,231,772 | $ | (5,759,922 | ) | $ | (512,285 | ) | |||||||||
Deemed contribution for services provided by stockholder
|
- | - | 82,000 | - | 82,000 | |||||||||||||||
Net loss
|
- | - | - | (645,763 | ) | (645,763 | ) | |||||||||||||
Balance, December 31, 2012
|
15,865,641 | $ | 15,865 | $ | 5,313,772 | $ | (6,405,685 | ) | $ | (1,076,048 | ) |
Consolidated Statements of Cash Flow
|
For the Year Ended December 31,
|
||||||||
2012
|
2011
|
|||||||
Cash flows from operating activities
|
||||||||
Net loss
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$ | (645,763 | ) | $ | (781,384 | ) | ||
Adjustments to reconcile net loss to net cash
|
||||||||
used in operating activities:
|
||||||||
Depreciation and amortization
|
450,393 | 478,788 | ||||||
Non-cash consulting fees - related party
|
82,000 | 42,000 | ||||||
Adjustments to reconcile net loss to net cash used
|
||||||||
in operating activities:
|
||||||||
Accounts receivable
|
(1,560 | ) | (72,600 | ) | ||||
Prepaid expenses and other assets
|
(42,136 | ) | 64,052 | |||||
Accounts payable
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108,576 | (38,269 | ) | |||||
Accrued liabilities
|
(75,826 | ) | 147,983 | |||||
Deferred revenue
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(14,279 | ) | 87,378 | |||||
Net cash used in operating activities
|
(138,595 | ) | (72,052 | ) | ||||
Cash flows from investing activities
|
||||||||
Purchase of fixed assets
|
(347,233 | ) | (262,008 | ) | ||||
Net cash used in investing activities
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(347,233 | ) | (262,008 | ) | ||||
Cash flows from financing activities
|
||||||||
Payments on capital leases
|
(14,456 | ) | (45,882 | ) | ||||
Net cash used in financing activities
|
(14,456 | ) | (45,882 | ) | ||||
Net decrease in cash
|
(500,284 | ) | (379,942 | ) | ||||
Cash at the beginning of the year
|
1,212,742 | 1,592,684 | ||||||
Cash at the end of the year
|
$ | 712,458 | $ | 1,212,742 | ||||
Supplemental disclosures:
|
||||||||
Interest paid
|
$ | 560 | $ | 4,164 | ||||
Income taxes paid
|
$ | 15,833 | $ | 10,395 |
Estimated Useful
Lives
|
|
Leasehold improvements
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72 months
|
Leased equipment
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84 months
|
Furniture and fixtures
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5 - 84 months
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Office and computer equipment
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2 - 60 months
|
Software
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36 months
|
Transportation equipment
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60 months
|
2012
|
2011
|
|||||||
Leasehold improvements
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$ | 46,254 | $ | 46,254 | ||||
Leased equipment
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- | 52,722 | ||||||
Furniture and fixtures
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105,044 | 100,481 | ||||||
Office equipment
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2,016,120 | 1,634,369 | ||||||
Software
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69,881 | 56,970 | ||||||
Transportation equipment
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64,196 | 64,196 | ||||||
Total
|
2,301,495 | 1,954,992 | ||||||
Accumulated depreciation
|
(1,627,254 | ) | (1,432,187 | ) | ||||
Net fixed assets
|
$ | 674,241 | $ | 522,805 |
December 31, 2012
|
December 31, 2011
|
|||||||||||||||
Gross
Carrying
Amount
|
Accumulated
Amortization
|
Gross Carrying
Amount
|
Accumulated
Amortization
|
|||||||||||||
Trade Name
|
$ | 126,808 | $ | (34,872 | ) | $ | 126,808 | $ | (22,191 | ) | ||||||
Developed technology
|
729,423 | (334,319 | ) | 729,423 | (212,749 | ) | ||||||||||
Customer Relationships
|
842,413 | (330,948 | ) | 842,413 | (210,603 | ) | ||||||||||
Domain Name
|
11,753 | - | 11,753 | |||||||||||||
Total
|
$ | 1,710,397 | $ | (700,139 | ) | $ | 1,710,397 | $ | (445,543 | ) |
Fiscal Year
|
Amortization
|
|
Ending Dec 31,
|
Expense
|
|
2013
|
254,596
|
|
2014
|
254,596
|
|
2015
|
254,596
|
|
2016
|
163,418
|
|
2017
|
42,767
|
|
·
|
$0.683015632 per share of Series A Convertible Preferred Stock; and
|
|
·
|
The amount that the holder of that share of Series A Convertible Preferred Stock would have received had the holder converted that share into shares of our common stock immediately prior to the liquidation event.
|
|
·
|
$7.17092619 per share of Series B Convertible Preferred Stock; and
|
|
·
|
the amount that the holder of that share of Series B Convertible Preferred Stock would have received had the holder converted that share into shares of Company common stock immediately prior to the liquidation event.
|
2012
|
2011
|
|||||||
Deferred Tax Asset:
|
||||||||
Federal net operating loss - acquired
|
$ | 907,800 | $ | 907,800 | ||||
Federal net operating loss - successor
|
1,165,404 | 1,053,433 | ||||||
State tax credit
|
153,029 | 153,029 | ||||||
Amortization
|
(278,548 | ) | (364,787 | ) | ||||
Depreciation
|
(56,954 | ) | (48,508 | ) | ||||
Accrual to Cash
|
247,577 | 252,186 | ||||||
Capital Loss
|
3,762 | 3,762 | ||||||
R&D Credit
|
54,214 | 32,834 | ||||||
Valuation allowance
|
(2,196,284 | ) | (1,989,749 | ) | ||||
Deferred tax asset, net
|
$ | - | $ | - |
2012
|
2011
|
|||||||
Income tax benefit at statutory rate
|
$ | (219,560 | ) | $ | (262,282 | ) | ||
State, net of federal benefit
|
10,450 | 18,681 | ||||||
Permanent differences
|
18,407 | (6,593 | ) | |||||
Change in valuation allowance
|
206,536 | 278,500 | ||||||
Other
|
- | 1,726 | ||||||
|
$ | 15,833 | $ | 30,031 |
Total
|
2013
|
2014
|
2015
|
2016
|
||||||||||||||||
Office space lease
|
$ | 378,024 | $ | 92,241 | $ | 97,183 | $ | 102,124 | $ | 86,476 |
Exhibit
Number
|
Description of Exhibit
|
|
3.1
|
Amended and Restated Articles of Incorporation of the Registrant, dated as of June 2, 2006 and filed with the Secretary of State of the State of Nevada on June 5, 2006 (filed as Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-QSB for quarter ended March 31, 2006 (filed on June 26, 2006) and incorporated herein by reference).
|
|
3.2
|
Bylaws of the Registrant (filed as Exhibit 3.2 to the Registrant’s Annual Report on Form 10-KSB for year ended December 31, 2005 (filed on May 11, 2006) and incorporated herein by reference).
|
|
4.1
|
Form of common stock certificate of the Registrant (filed as Exhibit 4.1 to the Registrant’s Annual Report on Form 10-KSB for year ended December 31, 2005 (filed on May 11, 2006) and incorporated herein by reference).
|
|
4.2
|
Amended and Restated Certificate of Designation, Rights and Preferences of Series A Convertible Preferred Stock of the Registrant, dated as of October 13, 2009 and filed with the Secretary of State of the State of Nevada on October 15, 2009 (filed as Exhibit 4.1 to the Registrant’s Form 8-K filed on October 19, 2009 and incorporated herein by reference).
|
|
4.3
|
Form of stock certificate for Series A Convertible Preferred Stock (filed as Exhibit 4.8 to the Registrant’s Quarterly Report on Form 10-QSB for quarter ended March 31, 2006 (filed on June 26, 2006) and incorporated herein by reference).
|
|
4.4
|
Amended and Restated Certificate of Designation, Rights and Preferences of Series B Convertible Preferred Stock of the Registrant, dated as of October 13, 2009 and filed with the Secretary of State of the State of Nevada on October 15, 2009 (filed as Exhibit 4.2 to the Registrant’s Form 8-K filed on October 19, 2009 and incorporated herein by reference).
|
|
4.5
|
Form of stock certificate for Series B Convertible Preferred Stock (filed as Exhibit 4.5 to the Registrant’s Annual Report on Form 10-K for year ended December 31, 2008 (filed on March 31, 2009) and incorporated herein by reference).
|
|
10.1
|
Amendment to Stock Exchange Agreement, dated April 1, 2010, by and among Immediatek, Inc., Officeware Corporation, Officeware Acquisition Corporation, Timothy Rice, Chetan Jaitly, Radical Holdings LP, Darin Divinia, Dawn Divinia, Robert Hart, Kimberly Hart, Martin Woodall and Radical Investments LP (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on April 8, 2010 and incorporated herein by reference).
|
|
10.2*
|
Executive Agreement, dated April 1, 2010, between Officeware Corporation and Timothy Rice (filed as Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on April 8, 2010 and incorporated herein by reference).
|
|
10.3*
|
Executive Agreement, dated April 1, 2010, between Officeware Corporation and Chetan Jaitly (filed as Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on April 8, 2010 and incorporated herein by reference).
|
|
10.4*
|
Executive Agreement, dated April 1, 2010, between Officeware Corporation and Rajesh Jaitly (filed as Exhibit 10.4 to the Registrant’s Current Report on Form 8-K filed on April 8, 2010 and incorporated herein by reference).
|
10.5
|
Management Services Agreement, dated March 17, 2011, between Immediatek, Inc. and Radical Ventures LLC (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on March 17, 2011 and incorporated herein by reference).
|
|
10.6
|
Commercial Lease, by and between Officeware Corporation and Chow Family LLC dated March 17, 2011 (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on March 23, 2011 and incorporated herein by reference).
|
|
14.1
|
Immediatek, Inc. Code of Business Conduct and Ethics (filed as Exhibit 14.1 to the Registrant’s Annual Report on Form 10-KSB for the year ended December 31, 2007 (filed on March 28, 2008) and incorporated herein by reference.)
|
|
21.1**
|
Subsidiaries of the Registrant.
|
|
31.1**
|
Certification of Principal Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act.
|
|
31.2**
|
Certification of Principal Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act.
|
|
32.1**
|
Certification Required by 18 U.S.C. Section 1350 (as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002).
|
|
32.2**
|
Certification Required by 18 U.S.C. Section 1350 (as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002).
|
|
101**
|
XBRL data files of Financial Statements and Notes contained in this Annual Report on Form 10-K.
|
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