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| INVA.PK > SEC Filings for INVA.PK > Form 10-K/A on 24-Jul-2009 | All Recent SEC Filings |
24-Jul-2009
Annual Report
The information contained in this Management's Discussion and Analysis of Financial Condition and Results of Operation contains "forward looking statements." Actual results may materially differ from those projected in the forward looking statements as a result of certain risks and uncertainties set forth in this report. Although our management believes that the assumptions made and expectations reflected in the forward looking statements are reasonable, there is no assurance that the underlying assumptions will, in fact, prove to be correct or that actual future results will not be materially different from the expectations expressed in this Annual Report. The following discussion should be read in conjunction with the Consolidated Financial Statements and related Notes included in Item 1.
RESULTS OF OPERATIONS FOR THE TWELVE MONTH PERIOD ENDED APRIL 30, 2007
Total revenues (net sales) increased from $1,391,923 for the twelve month period ending April 2006 to $1,615,187 for the twelve-month period ending April 30, 2007. This is primarily the result of revenues produced from the assets acquired and new contracts of Data Management.
The Company's selling, general and administrative expenses decreased from $1,268,561 for the twelve months ending April 30, 2006 to $1,361,355 (restated) for the same period in 2007. This is primarily the result of the expenses for Web's Biggest being categorized in income from discontinued operations.
Last fiscal year, the Company reported a net loss from operations in the amount of $700,125; this loss decreased to $324,504 (restated) for the fiscal year ended April 30, 2007.
On October 18, 2006, the Company bought Data Management, Inc., a Nevada corporation ("DM") in exchange for 25 million of the Company's convertible preferred shares ("DM Transaction"). The convertible shares used to acquire DM represent approximately 90% of the voting stock of Edgetech on a fully diluted basis. DM is an entity owned by two business entities (Southbase LLC and Advisors LLC) which are owned by Mr. Adam Radly and Mr. Paul Aunger, both officers, directors and majority shareholders of the Company. DM had only fixed assets when acquired by Edgetech and no other assets, liabilities or operations.
Concurrently, the Company entered into an agreement to sell its wholly-owned subsidiary, Web's Biggest Limited ("WB"), to Advisors LLC in exchange for 25 million convertible preferred shares of Edgetech Services, Inc. held by Advisors LLC ("WB Transaction"). Advisors LLC is a company owned by Mr. Paul Aunger.
In connection with the DM and Web's Biggest transactions, Southbase and Advisors agreed privately that Southbase would pay Advisors $100,000 for Advisors to convert their 25 million shares of convertible preferred stock issued in prior years, into common shares with 274,668,981 common shares to Advisors and 359,163,519 common shares to Southbase.
The 25 million convertible preferred shares used in the DM Transaction are the same 25 million convertible preferred shares received with regards to the WB Transaction. Accordingly, these transactions are viewed as one homogeneous transaction and treated as an exchange of Web's Biggest net assets for DM's net assets, akin to a like-kind exchange of assets. However, the historical cost basis (less accumulated depreciation and amortization) of the net assets acquired from DM was significantly less than the net assets from that of WB by approximately $1,226,000. Accordingly, the difference of $1,226,000 in historical cost basis of net assets was accounted for as a loss on exchange of assets and recorded within the accompanying consolidated statements of operations. Also, the sale of WB was accounted for as discontinued operations.
LIQUIDITY AND CAPITAL RESOURCES
Our operating activities for the twelve months ended April 30, 2006, did not generate adequate cash to meet our operating needs and were partly funded by our borrowing of cash from related parties.
As of April 30, 2007, we had cash and cash equivalents totaling $22,847; total current assets were $571,013, total current liabilities were $1,201,463.
Management believes existing cash together with any cash generated from operations will be sufficient to meet normal operating requirements including capital expenditures for the next twelve months. However, we may sell additional equity or debt securities or obtain credit facilities to further enhance our liquidity position and/or finance acquisitions, and the sale of additional equity securities could result in additional dilution to our stockholders.
Adam Radly, President, CEO and majority shareholder, has committed to loan money to the Company to pay undisputed liabilities as they come due should Inova not be able to otherwise fund its working capital requirements.
OFF-BALANCE SHEET ARRANGEMENTS
None.
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