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EX-31 - RULE 13A-14(A) / 15D-14(A) CERTIFICATION OF CHIEF EXECUTIVE & FINANCIAL OFFICER - NEW MEDIA INSIGHT GROUP, INC.ex31_oct2012.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10–Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended October 31, 2012

 

or

 

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from ____________ to ________________

 

Commission file number: 333-168193

 

New Media Insight Group, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Nevada

 

27-2235001

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

 

 

 

PO Box 4132

Kailua-Kona, HI 96745-4132

(Address of principal executive offices)

 

(808) 315-6666

(Registrant’s telephone number, including area code)

 

 

(Former name, former address and former fiscal year, if changed since last report)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes [X]  No [] 

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes [X] No [  ]

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (Check one).

 

Large accelerated filer [ ]

 

Accelerated filer [ ]

 

 

 

Non-accelerated filer [ ]

 

Smaller reporting company [X]

(Do not check if a smaller reporting company)

 

 

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ] No [X ]

 

As of November 28, 2012, there were 3,437,500 shares of the issuer’s common stock, par value $0.001, outstanding.

 

 


 

 

NEW MEDIA INSIGHT GROUP, INC.

 

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 2012

TABLE OF CONTENTS

 

 

 

 

PAGE

 

 

 

 

PART I - FINANCIAL INFORMATION

 

 

 

 

Item 1.

Financial Statements (Unaudited)

3

 

 

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

12

 

 

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

16

 

 

 

Item 4.

Controls and Procedures

16

 

 

 

 

PART II - OTHER INFORMATION

 

 

 

 

Item 1.

Legal Proceedings

16

 

 

 

Item 1A.

Risk Factors

16

 

 

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

16

 

 

 

Item 3.

Defaults Upon Senior Securities

16

 

 

 

Item 4.

Mine Safety Disclosures

16

 

 

 

Item 5.

Other Information

16

 

 

Item 6.

Exhibits

17

 

 

 

 

SIGNATURES

18

 


 

 

ITEM 1.                FINANCIAL STATEMENTS

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's Form 10-K filed with the SEC on July 19, 2012. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the periods presented have been reflected herein. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year.

 

 

 

INDEX TO INTERIM FINANCIAL STATEMENTS

 

FOR THE PERIOD FROM MARCH 29, 2010 (INCEPTION) TO OCTOBER 31, 2012

 

(UNAUDITED)

 

 

 

 

Page

 

 

Balance Sheets

4

 

 

Interim Statements of Operations

5

 

 

Interim Statements of Changes in Stockholders’ Equity (Deficit)

6

 

 

Interim Statements of Cash Flows

7

 

 

Notes to Interim Financial Statements

8

 

                                                                                                                                                                                                                                                 

 


 

 

 

 

New Media Insight Group, Inc

(A Development Stage Company)

Balance Sheets

 

 

 

As at

October 31,

2012

 

As at

April 30,

2012

 

 

(Unaudited)

 

 

ASSETS

 

 

 

 

Current Assets

 

 

 

 

Cash

$

1,156

$

3,293

Accounts receivable, net

 

-

 

5,175

Total Current Assets

 

1,156

 

8,468

 

 

 

 

 

TOTAL ASSETS

$

1,156

$

8,468

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUTIY (DEFICIT)

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

Current Liabilities

 

 

 

 

Accounts payable and accrued liabilities

$

4,626

$

3,975

Due to shareholder

 

3,000

 

-

Total Current Liabilities

 

7,626

 

3,975

 

 

 

 

 

TOTAL LIABILITIES

 

7,626

 

3,975

 

 

 

 

 

STOCKHOLDERS’ EQUITY (DEFICIT)

 

 

 

 

Preferred stock, par value $0.001, 25,000,000 shares

authorized, none issued and outstanding

 

-

 

-

Common Stock, par value $0.001, 100,000,000 shares authorized, 3,437,500 shares issued and outstanding

 

3,438

 

3,438

Additional paid-in capital

 

64,062

 

64,062

Accumulated deficit

 

(73,970)

 

(63,007)

Total Stockholders’ Equity (Deficit)

 

(6,470)

 

4,493

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

$

1,156

$

8,468

 

 

 

 

 

 

 

The accompanying notes are an integral part of these financial statements.

 


 

 

 

New Media Insight Group, Inc.

(A Development Stage Company)

Interim Statements of Operations

(Unaudited)

 

 

Three Months Ended October 31,

 

 

 

 

Six Months Ended October 31,

Cumulative

From Inception

(March 29, 2010) to

October 31,

 

2012

2011

2012

2011

2012

 

 

 

 

 

 

 

 

 

 

 

REVENUES:

$

-

$

-

$

-

$

3,775

$

38,450

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES:

 

 

 

 

 

 

 

 

 

 

Selling and advertising

 

-

 

-

 

-

 

3,175

 

29,100

General and administrative

 

224

 

231

 

358

 

1,924

 

11,111

Professional fees

 

2,612

 

18,645

 

10,605

 

26,400

 

72,209

Total Operating Expenses

 

2,836

 

18,876

 

10,963

 

31,499

 

112,420

 

 

 

 

 

 

 

 

 

 

 

OTHER INCOME AND EXPENSE

 

-

 

-

 

-

 

-

 

-

 

 

 

 

 

 

 

 

 

 

 

NET LOSS

$

(2,836)

$

(18,876)

$

(10,963)

$

(27,724)

$

(73,970)

 

 

 

 

 

 

 

 

 

 

 

Basic and Diluted Loss per Common Share  

$

(0.00)

$

(0.01)

$

(0.00)

$

(0.01)

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted Average Number of Common Shares Outstanding

 

3,437,500

 

 

3,437,500

 

 

3,437,500

 

 

3,437,500

 

 

                         

 

 

The accompanying notes are an integral part of these financial statements.

 


 

 

 

New Media Insight Group, Inc.

(A Development Stage Company)

Interim Statements of Changes in Stockholders’ Equity (Deficit)

For the Period Beginning March 29, 2010 (Inception) to October 31, 2012

 

 

Common Shares

 

 

Additional Paid-In

 

Accumulated

 

Total Stockholders’

 

Shares

 

Amount

 

Capital

 

Deficit

 

Equity

 

 

 

 

 

 

 

 

 

 

Balance- March 29, 2010 (Inception)

-

$

-

$

-

$

-

$

-

 

 

 

 

 

 

 

 

 

 

Common shares issued for cash at

$0.005 per share

1,000,000

 

1,000

 

4,000

 

-

 

5,000

Loss for the period

-

 

-

 

-

 

(1,844)

 

(1,844)

 

 

 

 

 

 

 

 

 

 

Balance – April 30, 2010

1,000,000

 

1,000

 

4,000

 

(1,844)

 

3,156

 

 

 

 

 

 

 

 

 

 

Common shares issued for cash at

$0.005 per share

1,000,000

 

1,000

 

4,000

 

-

 

5,000

Common shares issued for cash at

$0.04 per share

1,437,500

 

1,438

 

56,062

 

-

 

57,500

Loss for the year

-

 

-

 

-

 

(24,374)

 

(24,374)

 

 

 

 

 

 

 

 

 

 

Balance – April 30, 2011

3,437,500

 

3,438

 

64,062

 

(26,218)

 

41,282

 

 

 

 

 

 

 

 

 

 

Loss for the year

-

 

-

 

-

 

(36,789)

 

(36,789)

 

 

 

 

 

 

 

 

 

 

Balance – April 30, 2012

3,437,500

 

3,438

 

64,062

 

(63,007)

 

4,493

 

 

 

 

 

 

 

 

 

 

Loss for the period (unaudited)

-

 

-

 

-

 

(10,963)

 

(10,963)

 

 

 

 

 

 

 

 

 

 

Balance – October 31, 2012 (unaudited)

3,437,500

$

3,438

$

64,062

$

(73,970)

$

(6,470)

 

 

The accompanying notes are an integral part of these financial statements.

 


 

 

 

New Media Insight Group, Inc.

(A Development Stage Company)

Interim Statements of Cash Flows

(Unaudited)

 

 

Six Months Ended October 31,

Cumulative

From Inception

(March 29, 2010) to

October 31,

 

2012

2011

2012

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

Net loss for the period

$

(10,963)

$

(27,724)

$

(73,970)

Adjustments to reconcile net loss to net cash used in operations:

 

 

 

 

 

 

Changes in operating assets and Liabilities:

 

 

 

 

 

 

Decrease in accounts receivable

 

5,175

 

4,875

 

-

Increase (decrease) in accounts payable and accrued liabilities

 

651

 

(3,647)

 

4,626

Net cash used in operating activities

 

(5,137)

 

(26,496)

 

(69,344)

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

Net cash provided by (used in) investing activities

 

-

 

-

 

-

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

Advance from (payments to) related party

 

3,000

 

-

 

3,000

Issuance of common stock for cash

 

-

 

-

 

67,500

Net cash provided by (used in) financing activities

 

3,000

 

-

 

70,500

 

 

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

(2,137)

 

(26,496)

 

1,156

 

 

 

 

 

 

 

Cash and cash equivalents - beginning of period

 

3,293

 

37,226

 

-

 

 

 

 

 

 

 

Cash and cash equivalents - end of period

$

1,156

$

10,730

$

1,156

 

 

 

 

 

 

 

Supplemental Cash Flow Disclosure:

 

 

 

 

 

 

Cash paid for interest

$

-

$

-

$

-

Cash paid for income taxes

$

-

$

-

$

-

 

 

The accompanying notes are an integral part of these financial statements.

 


 

New Media Insight Group, Inc.

(A Development Stage Company)

Notes to Interim Financial Statements

October 31, 2012

(Unaudited)

 

 

NOTE 1.      ORGANIZATION AND DESCRIPTION OF BUSINESS

 

New Media Insight Group, Inc. (the “Company”) was incorporated on March 29, 2010 in the State of Nevada, U.S.A.  The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America, and the Company’s fiscal year end is April 30.

 

The Company is a development stage company and operates as an internet marketing business providing clients with the latest in new media and mobile / smart phone advertising solutions. We will specialize in developing client websites using a Wordpress platform that maximizes search engine optimization (SEO) results, as well as incorporating a selection of social media (Twitter, Facebook, Linked-in) tools to create highly specialized internet marketing campaigns.

 

The Company has devoted substantially all of its efforts to raising capital, planning and implementing the principal operations.   The Company may continue to incur significant operating losses and to generate negative cash flow from operating activities.  The Company's ability to eliminate operating losses and to generate positive cash flow from operations in the future will depend upon a variety of factors, many of which it is unable to control.

 

NOTE 2.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period.  Actual results could differ from those estimates. The Company’s periodic filings with the Securities and Exchange Commission include, where applicable, disclosures of estimates, assumptions, uncertainties and markets that could affect the financial statements and future operations of the Company.

Cash and Cash Equivalents

 

Cash and cash equivalents include cash in banks, money market funds, and certificates of term deposits with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value.  The Company had $1,156 and $3,293 in cash and cash equivalents at October 31, 2012 and April 30, 2012, respectively.

 

Start-Up Costs

 

In accordance with ASC 720, “Start-up Costs”, the Company expenses all costs incurred in connection with the start-up and organization of the Company.

 

Net Income or (Loss) Per Share of Common Stock

 

The Company has adopted ASC 260, “Earnings per Share,” (“EPS”) which requires presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation.  In the accompanying financial statements, basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period.


 

 

The following table sets forth the computation of basic and diluted earnings per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended October 31,

 

 

Six Months Ended October 31,

 

 

 

 

 

2012

 

2011

 

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

Net loss applicable to Common Shares

$

(2,836)

$

(18,876)

 

$

(10,963)

$

(27,724)

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares

 

 

 

 

 

 

 

 

 

outstanding (Basic)

 

 

3,437,500

 

3,437,500

 

 

3,437,500

 

3,437,500

 

Options

 

 

 

-

 

-

 

 

-

 

-

 

Warrants

 

 

 

-

 

-

 

 

-

 

-

Weighted average common shares

 

 

 

 

 

 

 

 

 

outstanding (Diluted)

 

 

3,437,500

 

3,437,500

 

 

3,437,500

 

3,437,500

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share (Basic and Diluted)

$

(0.00)

$

(0.01)

 

$

(0.00)

$

(0.01)

 

 

The Company has no potentially dilutive securities, such as options or warrants, currently issued and outstanding.

 

Concentrations of Credit Risk

 

The Company’s financial instruments that are exposed to concentrations of credit risk primarily consist of its cash and cash equivalents and related party payables it will likely incur in the near future.  The Company places its cash and cash equivalents with financial institutions of high credit worthiness.  At times, its cash and cash equivalents with a particular financial institution may exceed any applicable government insurance limits.  The Company’s management plans to assess the financial strength and credit worthiness of any parties to which it extends funds, and as such, it believes that any associated credit risk exposures are limited. 

 

Accounts Receivable

 

Accounts receivable consist of charges for service provided to customers. An allowance for doubtful accounts is considered to be established for any amounts that may not be recoverable, which is based on an analysis of the Company’s customer credit worthiness, and current economic trends.  Based on management’s review of accounts receivable, no allowance for doubtful accounts was considered necessary.   Receivables are determined to be past due, based on payment terms of original invoices.  The Company does not typically charge interest on past due receivables.

 

Sales and Advertising

 

The costs of sales and advertising are expensed as incurred.  Sales and advertising expense was $0 and $3,175 for the periods ended October 31, 2012 and 2011, respectively.

 

Revenue Recognition

 

The Company recognizes revenue from the sale of services in accordance with ASC 605, “Revenue Recognition.”  Revenue consists of internet marketing services; focusing on website design, search engine optimization, and viral social media marketing. Sales income is recognized only when all of the following criteria have been met:

 

i)         Persuasive evidence for an agreement exists;

ii)        Service has been provided;

iii)       The fee is fixed or determinable; and

iv)       Revenue is reasonably assured.


 

 

 

Recent Accounting Pronouncements

 

Management has considered all recent accounting pronouncements issued since the last audit of our consolidated financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s consolidated financial statements.

 

NOTE 3.   CAPITAL STOCK

Authorized Stock

 

The Company has authorized 100,000,000 common shares and 25,000,000 preferred shares, both with a par value of $0.001 per share.  Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought.

 

Share Issuance

 

Since inception (March 29, 2010), the Company has issued 2,000,000 common shares at $0.005 per share for $10,000 in cash, and 1,437,500 common shares at $0.04 per share for $57,500 in cash, for total proceeds of $67,500, being $3,438 for par value shares and $64,062 for capital in excess of par value. There were 3,437,500 common shares issued and outstanding at October 31, 2012 and April 30, 2012.  

 

There are no preferred shares outstanding.  The Company has issued no authorized preferred shares.  The Company has no stock option plan, warrants or other dilutive securities

NOTE 4.      PROVISION FOR INCOME TAXES

 

The Company recognizes the tax effects of transactions in the year in which such transactions enter into the determination of net income, regardless of when reported for tax purposes. Deferred taxes are provided in the financial statements under ASC 740-10-25 to give effect to the resulting temporary differences which may arise from differences in the bases of fixed assets, depreciation methods, allowances, and start-up costs based on the income taxes expected to be payable in future years.

 

Minimal deferred tax assets arising as a result of net operation loss carryforwards have been offset completely by a valuation allowance due to the uncertainty of their utilization in future periods. Operating loss carryforwards generated during the period from March 29, 2010 (date of inception) through October 31, 2012 of $73,970 will begin to expire in 2030.  Accordingly, deferred tax assets of approximately $25,890 (assuming an effective maximum statutory rate of 35%) were offset by the valuation allowance that increased by approximately $3,837 and $9,703 for the period ended October 31, 2012 and 2011, respectively.

 

The Company follows the provisions of uncertain tax positions as addressed in ASC 740-10-65-1. The Company recognized approximately no increase in the liability for unrecognized tax benefits.

The Company has no tax position at October 31, 2012 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. No such interest or penalties were recognized during the periods presented. The Company had no accruals for interest and penalties at October 31, 2012.

 

NOTE 5.      DUE TO RELATED PARTY

 

As at October 31, 2012 and April 30, 2012, the Company was obligated to a director, who is also an officer and stockholder, for a non-interest bearing demand loan with a balance of $3,000 and $0, respectively. 

 


 

NOTE 6.      GOING CONCERN AND LIQUIDITY CONSIDERATIONS              

 

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business.  As at October 31, 2012, the Company had a loss from operations, for the period ended, of $10,963, an accumulated deficit of $73,970, and working capital deficiency of $6,470 and has earned $38,450 in revenues since inception. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern.

 

The Company depends upon capital to be derived from future financing activities such as subsequent offerings of its common stock or debt financing in order to operate and grow the business.  There can be no assurance that the Company will be successful in raising such capital.  The key factors that are not within the Company's control and that may have a direct bearing on operating results include, but are not limited to, acceptance of the Company's business plan, the ability to raise capital in the future, the ability to expand its customer base, and the ability to hire key employees to provide services.  There may be other risks and circumstances that management may be unable to predict.

 

The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.

 

NOTE 7.      SUBSEQUENT EVENTS

             

The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and determined there are no additional items to disclose.

 


 

ITEM 2.         MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Forward-Looking Statements

 

Except for historical information, this report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.  Such forward-looking statements involve risks and uncertainties, including, among other things, statements regarding our business strategy, future revenues and anticipated costs and expenses.  Such forward-looking statements include, among others, those statements including the words “expects,” “anticipates,” “intends,” “believes” and similar language.  Our actual results may differ significantly from those projected in the forward-looking statements.  Factors that might cause or contribute to such differences include, but are not limited to, those discussed herein as well as in the “Description of Business – Risk Factors” section in our Form 10-K, as filed on July 19, 2012.  You should carefully review the risks described in our 10-K and in other documents we file from time to time with the Securities and Exchange Commission.  You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report.  We undertake no obligation to publicly release any revisions to the forward-looking statements or reflect events or circumstances after the date of this document.

 

Although we believe that the expectations reflected in these forward-looking statements are based on reasonable assumptions, there are a number of risks and uncertainties that could cause actual results to differ materially from such forward-looking statements.

 

All references in this Form 10-Q to the “Company,” “New Media,” “NMIG”, “we,” “us,” or “our” are to New Media Insight Group, Inc.

 

Executive Summary

 

We have developed a web based business offering marketing and advertising solutions to prospects wishing to improve their online presence.  The Company is virtual in nature, meaning that employees and contractors will primarily work from home, negating the need to retain formal office space.  Our services are highly specialized and focus on website design, mobile / smart phone marketing, search engine optimization, as well as social media advertising through Twitter, Facebook, LinkedIn, and You Tube. Professional web designers, optimization technicians, and Google AdWord specialists are retained on a contractual basis and as demand requires.  Supporting functions such as creative and graphic design work is also included in our portfolio to better service clients.  Another aspect of our plan is to better educate our clients and empower them to understand and get the best use out of their Internet marketing spending.  This education also comes in the form of content managed websites. 

 

Strategic Initiatives

 

Fully optimized NMIG website: we are in the late design process to launch our new and fully SEO friendly website.  The site will be optimized to rank high on Google, Bing, and Yahoo organic searches in the states of Washington, Oregon, California, and Nevada.  The site will be optimized for keywords such as ‘Web Design Seattle,’ ‘SEO services Las Vegas,’ or ‘Social Media Marketing Portland.’  A total of 75 keywords have been chosen and we expect to see our soon to be launched site to reach first page organic rankings by December, 2012. Strong calls to action have been chosen for the site that will promote strong lead generation. 

 

Direct Mail Campaign: a website-supported direct mail piece is in the process for distribution to targeted Seattle, Portland, and Las Vegas businesses.  The piece has a strong call to action to our about-to-be-launched website, and stands alone well in describing our key services and programs. 

 

Telemarketing: we have reached a preliminary agreement with a Seattle-based telemarketing company that will follow up on our direct mail piece with our targeted Seattle, Portland, and Las Vegas businesses.  Reference will be made to our mailer, and a low key approach will be transmitted to prospective clients in the form of a complimentary web site draft design offer, or a free 2 hour internet consultation. 

 


 

Mobile / Smart Phone Advertising:  NMIG is deeply involved in an effort to expand our services to include smart phone marketing.  The exponential growth of smart phone use and its related marketing potential is unprecedented, and NMIG is now positioned to capitalize on this irresistible trend.  NMIG is exploring the creation of specially designed websites that perform exclusively on iphone and android platforms.   We hope to be able to launch these new mobile-friendly services by December, 2012.

 

Results of Operations

 

The following summary of our results of operations should be read in conjunction with our audited financial statements for the period ended April 30, 2012 and 2011.

 

Our operating results for the period ended October 31, 2012 and 2011, are summarized as follows:

 

 

 

Six Months Ended October 31,

 

 

 

2012

 

 

2011

 

Revenue

$

-

 

$

3,775

 

Expenses

$

10,963

 

$

31,499

 

Net Loss

$

(10,963

)

$

(27,724

)

 

Revenue

 

The Company earned its initial revenues starting in the third quarter of the fiscal year ended April 30, 2011.  The revenues were from the sale of website designs, search engine optimization programs, and viral social media marketing campaigns, and were recognized upon the completion of these programs.  We earned revenues of $0 for the six months ended October 31, 2012 compared to revenues of $3,775 for the six months ended October 31, 2011.  Decreased revenues in 2012 can be attributed to a conscious decision on the part of the Directors to retrench their efforts and spend the requisite time needed to both understand and exploit the burgeoning use of mobile technology.  Until our re-sharpened efforts gain traction, growth will remain slow.  Hence, revenues in 2013 will likely stay flat.

 

Expenses

 

Our total expenses for the period ended October 31, 2012 and 2011, are outlined in the table below:

 

 

 

Six Months Ended October 31,

 

 

 

2012

   

2011

 

Selling and advertising

$

-

 

$

3,175

 

General and administrative

$

358

 

$

1,924

 

Professional fees

$

10,605

 

$

26,400

 

Total

$

10,963

 

$

31,499

 

 

Expenses for the period ended October 31, 2012, decreased by 65% as compared to the comparative period in 2011, primarily as a result of a significant decrease in professional fees due to a reduction in these areas, to conserve cash.

 

Liquidity and Financial Condition

 

Working Capital

 

 

 

At

 

 

At

 

 

 

 

 

 

October 31,

 

 

April 30,

 

 

 

 

 

 

2012

 

 

2011

 

 

Change

 

Current Assets

$

1,156

 

$

8,468

 

$

(7,312

)

Current Liabilities

$

7,626

 

$

3,975

 

$

3,651

 

Working Capital (Deficit)

$

(6,470

$

4,493

 

$

(10,963

 

 


 

Cash Flows

 

       

 

   

Six

   

Six

 
 

 

Months Ended

 

 

Months Ended

 

 

 

October 31,

 

 

October 31,

 

 

 

2012

 

 

2011

 

Net Cash Used in Operating Activities

$

(5,137

)

$

(26,496

)

Net Cash Used by Investing Activities

$

-

 

$

-

 

Net Cash Provided by (Used In) Financing Activities

$

3,000

 

$

-

 

Net Increase (Decrease) in Cash During the Period

$

(2,137

$

(26,496

)

 

We will require additional funds to fund our budgeted expenses in the future.  These funds may be raised through equity financing, debt financing, or other sources, which may result in further dilution in the equity ownership of our shares.  There is no assurance that we will be able to maintain operations at a level sufficient for an investor to obtain a return on their investment in our common stock.  Further, we may continue to be unprofitable. Additionally, there is no assurance that any party will advance additional funds to us in order to enable us to sustain our plan of operations or to repay our liabilities.

 

Liquidity and Capital Resources

 

From inception until the date of this filing we have had limited operating activities.  Our financial statements from inception (March 29, 2010) through the period ended October 31, 2012, reported revenues of 38,450 and a net loss of $73,970.

 

Growth of our operations will be based on our ability to internally finance from cash flow and raise equity and/or debt to increase sales and production.  Our primary sources of liquidity are: (i) cash from sales of our services; and (ii) financing activities.  Our cash balance as of October 31, 2012 was $1,156.

 

Limited Operating History; Need for Additional Capital

 

The report of our auditors on our audited financial statements for the fiscal year ended April 30, 2012, contains a going concern qualification as we have suffered losses since our inception.  We have minimal assets and have not yet established an ongoing source of revenues sufficient to cover our operating costs and allow it to continue as a going concern.  Unless and until we commence material operations and achieve material revenues, we will remain dependent on financings to continue our operations.

 

There is no historical financial information about us on which to base an evaluation of our performance.  We are a development stage company and have not generated revenues from operations.  We cannot guarantee we will be successful in our business operations.  Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to the price and cost increases in and services.

 

At present, we do not have enough cash on hand to cover operating costs for the next 12 months.

 

While the officers and directors have generally indicated a willingness to provide services and financial contributions if necessary, there are presently no agreements, arrangements, commitments, or specific understandings, either verbally or in writing, between the officers and directors and New Media. If we are unable to meet our needs for cash from either the money that we raised from our offering, or possible alternative sources, then we may be unable to continue, develop, and expand our operations. We have no plans to undertake any product research and development during the next twelve months.  There are also no plans or expectations to acquire or sell any plant or plant equipment in the first full year of operations.

 

 


 

Plan of Operation and Cash Requirements

 

New Media began selling its services in December 2010. The company saw its revenues fall in 2012, primary due to a decision on the part of the Directors to retrench and devote a lot of their energies toward the development of smart phone marketing initiatives. Our plan of action over the next twelve months is to continue to market and sell our enhanced services and raise additional capital financing as necessary, to grow operations.

 

The success of our operations will be based on our ability to grow by financing the operation through internal cash flow or to raise funds through equity and/or debt financing to invest in marketing and sales of our services. The challenging markets for credit do create a condition where some of our marketing plans may have to be delayed if we are not able generate adequate capital. The availability of equity and/or debt financings remains uncertain.

 

We expect to continue a number of marketing initiatives that we started last quarter including the following:

 

·         Continued development of a fully optimized website

·         Embrace the use and expansion of mobile marketing technology

·         Extensive social media marketing including the leveraging of Facebook, Twitter, LinkedIn, and You Tube

·         Facebook( https://www.facebook.com/pages/New-Media-Insight-Group/136275216429613)

·         Twitter (http://twitter.com/NMIGroup)

·         You Tube (http://www.youtube.com/user/NewMediaInsightGroup

·         Continued recruitment of talent (Craigslist listing)

·         Networking for sales leads at local Seattle and Portland technology events

 

As our business is a marketing and advertising company we are able to complete most of our marketing initiatives without incurring additional outside expenses by completing the work internally hence being able to keep our advertising and marketing costs to a minimum.  Over the next 12 months, we anticipate that the company will require funds of approximately $25,000 to meet our working capital requirements.

 

In the event that we need additional funds in addition to the cash on hand, we will endeavor to proceed with our plan of operations by locating alternative sources of financing.  Although there are no written agreements in place, one form of alternative financing that may be available to us is self-financing through contributions from the officers and directors.  While the officers and directors have generally indicated a willingness to provide services and financial contributions if necessary, there are presently no agreements, arrangements, commitments, or specific understandings, either verbally or in writing, between the officers and directors and New Media.

 

We do not anticipate hiring any staff during the next 12 months of operation, and will rely on the services of our officers and directors and outside contractors.

 

As a result of these initiatives if we are unable to increase sales and cash flow we may not have sufficient working capital to implement our strategy and we will be forced to scale down our business plan.  Over time this could cause us to curtail or suspend our operations and may eventually cause our business to fail.

 

Going Concern

 

As of October 31, 2012, our company has a loss of $10,963 and an accumulated deficit of $73,970.  Our company intends to fund operations through operational cash flow and equity/debt financing arrangements.  These sources may be insufficient to fund its capital expenditures, working capital and other cash requirements for the future.  In response to these problems, management intends to raise additional funds through public or private placement offerings.  These factors, among others, raise substantial doubt about our company’s ability to continue as a going concern.  The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

Off-Balance Sheet Arrangements


 

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

 

ITEM 3.            QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not applicable.

 

ITEM 4.            CONTROLS AND PROCEDURES

 

Evaluation of Our Disclosure Controls

 

Under the supervision and with the participation of our senior management, including our chief executive officer and chief financial officer, David Carpenter, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this quarterly report (the “Evaluation Date”).  Based on this evaluation, our chief executive officer and chief financial officer concluded as of the Evaluation Date that our disclosure controls and procedures were effective such that the information relating to us, required to be disclosed in our Securities and Exchange Commission (“SEC”) reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and (ii) is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

 

Changes in Internal Control Over Financial Reporting

 

There have been no changes in our internal control over financial reporting that occurred during the quarter ended October 31, 2012, that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

 

PART II – OTHER INFORMATION

ITEM 1.            LEGAL PROCEEDINGS

 

In the ordinary course of our business, we may from time to time become subject to routine litigation or administrative proceedings which are incidental to our business. We are not a party to nor are we aware of any existing, pending or threatened lawsuits or other legal actions involving us.

 

ITEM 1A.         RISK FACTORS

 

Not applicable.

 

ITEM 2.            UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

We did not issue unregistered equity securities during the quarter ended October 31, 2012.

 

ITEM 3.            DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4.            MINE SAFETY DISCLOSURES

 

Not applicable.

 

ITEM 5.            OTHER INFORMATION

 

None.


 

 

ITEM 6.            EXHIBITS

 

The following exhibits are included as part of this report:

 

Exhibit No.            Description 

 

31.1 / 31.2                     Rule 13(a)-14(a)/15(d)-14(a) Certification of Principal Executive and Financial Officer

32.1 / 32.2                     Rule 1350 Certification of Principal Executive and Financial Officer

101.INS*                       XBRL Instance

101.SCH*                     XBRL Taxonomy Extension Schema

101.CAL*                     XBRL Taxonomy Extension Calculations

101.DEF*                      XBRL Taxonomy Extension Definitions

101.LAB*                     XBRL Taxonomy Extension Labels

101.PRE*                      XBRL Taxonomy Extension Presentation

 

*      XBRL information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

NEW MEDIA INSIGHT GROUP, INC.

 

 

Dated:  November 28, 2012                                              By:         /s/ David Carpenter                             

David Carpenter
President, Principal Executive and Financial Officer