10-Q/A: Wally World Media Files Amended Quarterly Report After SAS 100 Review

Sentiment:

Quarterly Report Amendment


Wally World Media, Inc. has filed an amendment to its quarterly report for the period ended June 30, 2024, to include a completed SAS 100 review by its independent accounting firm and updated financial information.

Capital raiseThe company is dependent on debt and equity financing to fund its operations.Management is making efforts to raise additional funding until a registration statement relating to an equity funding facility is in effect.The company may attempt to raise capital through the sale of common stock or other securities and obtaining some short-term loans.The company may consider a business combination with an entity which has recently commenced operations, is a developing company or is otherwise in need of additional funds for the development of new products or services or expansion into new markets or is an established business experiencing financial or operating difficulties and is in need of additional capital.
Worse than expectedThe company's financial results show a continued lack of revenue and increasing losses, indicating a worsening financial situation.The company's accumulated deficit has increased, and it has no cash on hand, highlighting a deteriorating financial position.The company's internal controls and disclosure controls are deemed ineffective, indicating a lack of proper financial oversight.

Summary

  • Wally World Media, Inc. filed an amendment to its original quarterly report on Form 10-Q for the quarter ended June 30, 2024.
  • The amendment was necessary because the original filing did not include a Statement of Auditing Standards No. 100 (SAS 100) review by an independent accounting firm.
  • The company's independent registered public accounting firm has now completed the SAS 100 review of the unaudited interim financial information.
  • The amendment also includes updates to Item 1 (Financial Information), Item 2 (Management's Discussion and Analysis), and Item 6 (Exhibits) of the original filing.
  • The company has updated the signature page, certifications of the CEO and CFO, and financial statements in XBRL format.
  • The amendment does not modify or update any other disclosures from the original filing and should be read in conjunction with the original report and subsequent SEC filings.
  • As of August 19, 2024, there were 330,483,033 shares of the company's common stock outstanding.
  • The company has no current operations and is considered a blank check and shell company.
  • The company incurred a net loss of $8,289 for the three months ended June 30, 2024, and a net loss of $30,124 for the nine months ended June 30, 2024.
  • The company has an accumulated deficit of $15,860,291 as of June 30, 2024.
  • The company has no cash on hand as of June 30, 2024.
  • The company is dependent on debt and equity financing to fund its operations and is exploring alternative sources of financing.
  • The company's CEO has provided interest-free demand loans to fund operations, with a total of $97,990 outstanding as of June 30, 2024.

Sentiment

Score: 2

Explanation: The document reveals a company with no revenue, significant losses, and a lack of internal controls, indicating a very high level of risk and a negative outlook. The company is dependent on related party funding and has no clear path to profitability.

Positives

  • The company has completed the required SAS 100 review by its independent accounting firm.
  • The company is actively working towards full rehabilitation after a period of dormancy.
  • The company is exploring alternative sources of financing to fund its operations.

Negatives

  • The company has no current operations and is considered a blank check and shell company.
  • The company has incurred significant net losses, with a net loss of $30,124 for the nine months ended June 30, 2024.
  • The company has an accumulated deficit of $15,860,291 as of June 30, 2024.
  • The company has no cash on hand as of June 30, 2024.
  • The company is dependent on debt and equity financing to fund its operations.
  • The company's disclosure controls and procedures were deemed not effective as of June 30, 2024, due to limited internal resources.
  • The company's internal control over financial reporting was not effective as of June 30, 2024, due to material weaknesses.

Risks

  • The company's ability to continue as a going concern is dependent on raising additional funds.
  • The company has limited operating history and has not generated any revenue since inception.
  • The company's business model is evolving and unpredictable.
  • The company faces risks associated with identifying and implementing a viable business strategy.
  • The company may be subject to numerous risks inherent in the business and operations of a financially unstable or early-stage entity.
  • The company's lack of diversification poses a substantial risk.
  • The company's ability to effectively identify, develop and implement a viable plan for our business may be hindered by risks and uncertainties which are beyond our control, including without limitation, the continued negative effects of the coronavirus pandemic on the U.S. and global economies.
  • The company's internal controls are weak and may not prevent or detect misstatements.
  • The company is dependent on management and an affiliated party for funding and services.

Future Outlook

The company intends to explore and identify business opportunities within the U.S., including a potential acquisition of an operating entity through a reverse merger, asset purchase or similar transaction. The company anticipates incurring operating losses in the next 12 months, principally costs related to its obligations to file reports with the SEC.

Management Comments

  • Management of the Company continues to work towards full rehabilitation.
  • Management of the Company is making efforts to raise additional funding until a registration statement relating to an equity funding facility is in effect.
  • Management believes that it will be successful in its capital formation and planned operating activities.
  • Our management intends to develop procedures to address the current deficiencies to the extent possible given limitations in financial and manpower resources.

Industry Context

The company operates as a blank check and shell company, which is a common structure for companies seeking to acquire or merge with an existing business. The company's lack of operations and financial resources is typical of such entities.

Comparison to Industry Standards

  • Wally World Media's financial situation is not comparable to established operating companies, as it is a blank check and shell company with no revenue and significant accumulated losses.
  • The company's lack of internal controls and reliance on related party funding are common issues for early-stage companies, but are not in line with industry standards for public companies.
  • The company's situation is similar to other blank check companies that are seeking a reverse merger or acquisition, but the success of such ventures is highly variable and dependent on the quality of the target business and the management's ability to execute the transaction.

Related Party Transactions

  • During the nine months ended June 30, 2024, the company's Chief Executive Officer advanced $7,180 to fund the company's expenses.
  • As of June 30, 2024, the company was indebted to its Chief Executive Officer in the amount of $97,990.

Stakeholder Impact

  • Shareholders face significant risk due to the company's lack of operations, financial losses, and dependence on external funding.
  • Employees are not directly impacted as the company has no current operations.
  • Customers and suppliers are not impacted as the company has no current business activities.
  • Creditors face risk due to the company's financial instability and dependence on related party loans.

Next Steps

  • The company intends to explore and identify business opportunities within the U.S., including a potential acquisition of an operating entity through a reverse merger, asset purchase or similar transaction.
  • The company plans to rectify its internal control weaknesses by implementing an independent board of directors, establishing written policies and procedures, and hiring additional accounting personnel.
  • The company will continue to seek additional funding to support its operations.

Key Dates

DateDescription
2012-05-17Wally World Media, Inc. was incorporated in the State of Nevada.
2013-04The company's YouPop platform launched for public use.
2014-03-19The company launched reShoot, a free mobile video camera app.
2014-07-31The company launched the Emoji Cam Photo & Video Camera app.
2015-12The company became dormant.
2021-06-29Shareholders First LLC was appointed custodian of Wally World Media, Inc.
2021-06-30The company filed a certificate of revival with the Nevada Secretary of State.
2022-06-30The Eighth Judicial District Court of Nevada approved the actions taken by Shareholders First LLC and terminated the custodianship.
2023-09-30The company's fiscal year-end.
2024-06-30The end of the quarterly period covered by the report.
2024-08-19The original quarterly report was filed with the SEC.
2024-08-22The amended quarterly report was filed with the SEC.

Keywords

SAS 100 review, quarterly report, financial statements, blank check company, shell company, going concern, internal controls, disclosure controls, net loss, accumulated deficit, related party transactions, capital raise, reverse merger

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