10-K: Wally World Media, Inc. Files Annual Report, Outlines Plans for Business Combination

Sentiment:

Annual Report


Wally World Media, Inc., a blank check company, filed its annual report, highlighting its lack of current operations and plans to pursue a business combination.

Capital raiseThe company may require additional capital to acquire a business.The company may raise additional capital in the future by issuing debt or equity securities.The company is dependent on advances from its Chief Executive Officer, Mr. Grant Casey, to meet its obligations and currently has no other viable sources of financing.
Worse than expectedThe company has reported a net loss for the fiscal year, and the auditors have expressed substantial doubt about its ability to continue as a going concern.

Summary

  • Wally World Media, Inc. is a blank check company with no significant operations, focused on identifying a business to merge with or acquire.
  • The company was initially a software and mobile app developer but has been inactive since 2015.
  • A custodianship was initiated in 2021 to reinstate the company's charter and resolve past debts.
  • The company's management is now focused on finding a suitable business combination, without limiting itself to a specific industry.
  • The company's common stock trades on the OTC Pink Sheets under the symbol WLYW, with limited trading activity.
  • The company has incurred net losses of $31,119 and $48,107 for the years ended September 30, 2023 and 2022, respectively.
  • The company's auditors have expressed substantial doubt about its ability to continue as a going concern.

Sentiment

Score: 3

Explanation: The document highlights significant risks and uncertainties, including the company's lack of operations, financial losses, and going concern issues. While there are some positive aspects, such as the reinstatement of the corporate charter, the overall sentiment is negative due to the high level of risk and uncertainty.

Positives

  • The company has successfully reinstated its corporate charter after a period of inactivity.
  • The company has resolved past debts and uncertainties through a custodianship process.
  • Management is actively pursuing new business opportunities and a potential business combination.
  • The company is a reporting public entity with potential access to the United States public equity markets.

Negatives

  • The company has no current operations and is not generating any revenue.
  • The company has a limited operating history and has not demonstrated an ability to expand its business.
  • The company has a significant accumulated deficit of $15,830,167.
  • The company's auditors have expressed substantial doubt about its ability to continue as a going concern.
  • The company has limited capital and is dependent on advances from its CEO.
  • The company's stock has limited liquidity and is subject to price volatility.
  • The company has material weaknesses in its internal control over financial reporting.

Risks

  • The company may not be able to identify a suitable business combination or complete a transaction on favorable terms.
  • The company may face difficulties in raising additional capital to fund its operations and acquisitions.
  • The company's lack of diversification may subject it to economic, competitive, and regulatory risks.
  • The company's stock price may be volatile due to limited trading activity and other factors.
  • The company's management has limited experience in certain industries and may not be able to adequately assess risks.
  • The company is dependent on its CEO, and his loss could adversely affect its operations.
  • The company may be subject to significant taxation from a business combination.
  • The company has material weaknesses in its internal control over financial reporting.

Future Outlook

The company intends to pursue a business combination and is exploring various opportunities, but there is no guarantee of success. The company anticipates incurring operating losses in the next 12 months.

Management Comments

  • Management of the Company continues to work towards full rehabilitation and will focus efforts on developing a strategy for this Company moving forward, including, but not limited to, identifying suitable target businesses for acquisition.
  • Management intends to devote such time as it deems necessary to carry out the Company's affairs.
  • Management believes that our status as a reporting public entity with potential access to the United States public equity markets may give us a competitive advantage over certain privately-held entities having a similar business objective in acquiring a desirable target business with growth potential on favorable terms.

Industry Context

The company operates in the blank check company sector, which is characterized by high competition and risk. The company's strategy of pursuing a business combination is common in this sector, but success is not guaranteed. The company's limited resources and lack of a specific target industry make it a higher-risk investment compared to more established blank check companies.

Comparison to Industry Standards

  • Wally World Media is a micro-cap blank check company, similar to many others listed on the OTC markets, such as those that have recently completed a reverse merger or are in the process of seeking one.
  • Unlike some SPACs (Special Purpose Acquisition Companies) that raise capital through an IPO, Wally World Media has a history of being a public company and is now seeking a business combination after a period of inactivity.
  • The company's financial situation, with significant accumulated losses and reliance on related-party funding, is not uncommon for companies in this stage of development, but it highlights the high-risk nature of the investment.
  • Compared to larger, more established blank check companies, Wally World Media has limited resources and a less defined strategy, which may make it more challenging to compete for attractive acquisition targets.
  • The company's lack of an active trading market for its shares is also a common issue for micro-cap companies on the OTC markets, which can make it difficult for investors to exit their positions.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Internal Control WeaknessesThe company does not have sufficient segregation of duties, an independent board of directors or audit committee, or written documentation of internal control policies and procedures.2023-09-30These weaknesses could adversely affect the company's ability to record, process, summarize, and report financial information.

Legal Proceedings

  • The company is not currently involved in any legal proceedings and is not aware of any pending or potential legal actions.

Related Party Transactions

  • The company's Chief Executive Officer advanced $29,635 and $46,839 to fund the company's expenses during the years ended September 30, 2023 and 2022, respectively.
  • As of September 30, 2023, the company was indebted to its Chief Executive Officer in the amount of $90,810.

Stakeholder Impact

  • Shareholders face a high risk of losing their investment due to the company's lack of operations and financial instability.
  • Employees are not currently impacted as the company has no full-time employees.
  • Customers and suppliers are not currently impacted as the company has no operations.
  • Creditors are at risk due to the company's financial instability and reliance on related-party funding.

Next Steps

  • The company will continue to explore and identify business opportunities within the U.S.
  • The company will seek to acquire a business through a reverse merger, asset purchase, or similar transaction.
  • The company will need to raise additional capital to fund its operations and acquisitions.

Key Dates

DateDescription
2012-05-17Wally World Media, Inc. was incorporated in the State of Nevada.
2013-04The YouPop platform launched for public use.
2014-03-19The reShoot mobile video camera app was launched.
2014-07-31The Emoji Cam Photo & Video Camera app was launched.
2015-05-20The Company filed its last financial report on Form 10-Q for the quarter ended March 31, 2015.
2021-05-17Shareholders First LLC filed a petition for the appointment of a custodian.
2021-06-29Shareholders First LLC was appointed as custodian.
2021-06-30The Company filed a certificate of revival with the Nevada Secretary of State.
2021-07-16The Company issued 290,070,000 shares of common stock to its CEO.
2021-08-09Shareholders voted to appoint Mr. Casey and Mr. Chan as directors.
2021-09-30The Eighth Judicial District Court of Nevada ordered that all previous claimants and creditors of the Company are barred from participating in the distribution of assets of the Company for claims which arose on or before September 30, 2021.
2022-06-30The custodianship proceeding was terminated.
2023-03-31The aggregate market value of the voting and non-voting common equity held by non-affiliates was approximately $1,582,307.
2023-09-30End of the fiscal year.
2024-01-01There were 330,483,033 shares of common stock outstanding.
2024-01-16The annual report was signed.

Keywords

business combination, blank check company, reverse merger, acquisition, OTC Pink Sheets, shell company, custodianship, financial reporting, going concern, capital raise

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