U.S.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
10-Q
[X] QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE
SECURITIES EXCHANGE ACT OF 1934
For the
quarterly period ended September 30, 2009
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 No.
0-27633
SHAWNEE
ENERGY, INC.
(Exact
name of registrant as specified in its charter)
State of
Incorporation: Nevada
IRS
Employer I.D. Number: 95-4679342
413
Avenue G, # 1
Redondo
Beach, California 90277
(Address
and telephone number of registrant’s principal
executive
offices and principal place of business)
INTERNET INFINITY,
INC.
(former
name, if changed since last report)
Check whether the issuer (1) filed all
reports required to be filed by Section 13 or 15(d) of the Exchange Act during
the past twelve 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 is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting
company.
Large accelerated filer
[ ] Accelerated
filer [ ]
Non-accelerated filer
[ ] Smaller
reporting company [X]
As of November 18, 2009, there were
28,718,780 shares of the Registrant’s Common Stock, par value $0.001 per share,
outstanding.
Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act). Yes [X] No [ ]
Transitional Small Business Disclosure
Format (check one): Yes [ ] No [X]
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Page
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PART I -
FINANCIAL
INFORMATION
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3
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Item
1.
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Financial
Statements
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3
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Item
2.
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Management’s
Discussion and Analysis of Financial Condition and
Results
of Operations
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14
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Item
4.
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Controls
and Procedures
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15
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PART II -
OTHER
INFORMATION
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15
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Item
1.
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Legal
Proceedings
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15
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Item
6.
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Exhibits
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16
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SIGNATURES
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17
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PART
I – FINANCIAL INFORMATION
Item
1.
Financial
Statements
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Page
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Balance
Sheets (Unaudited) at September 30, 2009
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4
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Statements
of Operations (Unaudited)
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for the Three Month
and Six Month Periods Ended
September
30, 2009 and 2008
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5
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Statements
of Cash Flows (Unaudited) for the
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Six
Month Periods Ended September 30, 2009 and
2008
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6
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Notes
to Unaudited Financial Statements
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7
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SHAWNEE
ENERGY, INC.
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(FORMERLY
KNOWN AS INTERNET INFINITY, INC.)
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BALANCE
SHEETS
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(UNAUDITED)
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September
30, 2009
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March
31, 2009
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ASSETS
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CURRENT
ASSETS
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Cash
& cash equivalents
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$
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50
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$
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-
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Accounts
Receivable, Net
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6,000
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-
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Total
assets
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6,050
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-
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LIABILITIES AND STOCKHOLDERS'
DEFICIT
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CURRENT
LIABILITIES
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Accounts
payable & accrued expenses
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$
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329,313
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$
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231,363
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Note
payable
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27,000
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27,000
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Note
payable - related parties
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410,022
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407,622
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Due
to officer
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219,529
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258,038
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Due
to related party
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7,209
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7,209
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Total
current liabilities
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993,073
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931,232
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STOCKHOLDERS'
DEFICIT
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Preferred
stock, $.001 par value; 30,000,000 shares
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authorized,
none outstanding
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-
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-
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Common
stock, $.001 par value; 100,000,000 shares authorized
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28,718,780
shares issued and outstanding
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28,719
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28,719
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Additional
paid in capital
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1,075,042
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1,075,042
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Accumulated
deficit
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(2,090,784
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)
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(2,034,993
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)
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Total
stockholders' deficit
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(987,023
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)
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(931,232
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)
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Total
liabilities and stockholders' deficit
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$
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6,050
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$
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-
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The
accompanying notes are an integral part of these unaudited financial
statements.
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SHAWNEE
ENERGY, INC.
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(FORMERLY
KNOWN AS INTERNET INFINITY, INC.)
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STATEMENTS
OF OPERATIONS
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FOR
THE THREE MONTH AND SIX MONTH PERIODS ENDED SEPTEMBER 30, 2009 &
2008
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(UNAUDITED)
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For
the Three Month Periods Ended September 30,
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For
the Six Month Periods Ended September 30,
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2009
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2008
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2009
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2008
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Net
revenues
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$
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9,000
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$
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-
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$
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9,000
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$
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-
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Cost
of revenues
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1,800
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-
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1,800
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-
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Gross
profit
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7,200
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-
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7,200
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-
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Operating
expenses
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Professional
fees
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23,935
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16,211
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30,009
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20,104
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Salaries
and related expenses
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-
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-
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-
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180
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Consulting
fees to related party
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-
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1,800
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900
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9,099
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Others
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3,920
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1,603
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5,120
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3,275
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Total
operating expenses
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27,855
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19,614
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36,029
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32,658
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Loss
from operations
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|
(20,655
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)
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|
(19,614
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)
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(28,829
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)
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(32,658
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)
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Other
income (expense):
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Interest
expense
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13,173
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10,776
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26,161
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21,132
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Loss
before income taxes
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(33,828
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)
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(30,390
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)
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(54,990
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)
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|
(53,790
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)
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Provision
for income taxes
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-
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-
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|
800
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800
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|
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Net
loss
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|
$
|
(33,828
|
)
|
|
$
|
(30,390
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)
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|
$
|
(55,790
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)
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|
$
|
(54,590
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)
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|
|
|
|
|
|
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Basic
& diluted weighted average number of
|
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|
|
|
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common
stock outstanding
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28,718,780
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28,718,780
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28,718,780
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28,718,780
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|
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|
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Basic
& diluted net loss per share
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$
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(0.00
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)
|
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$
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(0.00
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)
|
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$
|
(0.00
|
)
|
|
$
|
(0.00
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)
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|
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Weighted
average number of shares used to compute basic and diluted loss per share
is the same as the effect of dilutive securities is
anti-dilutive.
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The
accompanying notes are an integral part of these unaudited financial
statements.
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SHAWNEE
ENERGY, INC.
|
|
(FORMERLY
KNOWN AS INTERNET INFINITY, INC.)
|
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STATEMENTS
OF CASH FLOWS
|
|
FOR
THE SIX MONTH PERIODS ENDED SEPTEMBER 30, 2009 AND 2008
|
|
(UNAUDITED)
|
|
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|
|
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2009
|
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2008
|
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CASH
FLOWS FROM OPERATING ACTIVITIES:
|
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|
|
|
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Net
loss
|
|
$
|
(55,790
|
)
|
|
$
|
(54,590
|
)
|
Adjustments
to reconcile net loss to net cash provided by
|
|
|
|
|
|
|
|
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operating
activities:
|
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|
|
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|
|
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Capital
contribution via services provided
|
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|
-
|
|
|
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5,499
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(Increase)
in accounts receivable
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|
(6,000
|
)
|
|
|
-
|
|
Increase
in accounts payable and accrued expenses
|
|
|
97,949
|
|
|
|
48,306
|
|
Increase
in due to related company
|
|
|
-
|
|
|
|
3,444
|
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Net
cash provided by operating activities
|
|
|
36,159
|
|
|
|
2,659
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|
|
|
|
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CASH
FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Payment
to officer
|
|
|
(38,509
|
)
|
|
|
(5,987
|
)
|
Proceeds
from notes payable - related party
|
|
|
2,400
|
|
|
|
2,400
|
|
Net
cash used in financing activities
|
|
|
(36,109
|
)
|
|
|
(3,587
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)
|
|
|
|
|
|
|
|
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|
NET
INCREASE (DECREASE) IN CASH & CASH EQUIVALENTS
|
|
|
50
|
|
|
|
(928
|
)
|
|
|
|
|
|
|
|
|
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CASH
& CASH EQUIVALENTS, BEGINNING BALANCE
|
|
|
-
|
|
|
|
990
|
|
|
|
|
|
|
|
|
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CASH
& CASH EQUIVALENTS, ENDING BALANCE
|
|
$
|
50
|
|
|
$
|
62
|
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTARY
DISCLOSURES OF CASH FLOW INFORMATION:
|
|
|
|
|
|
Interest
paid
|
|
$
|
-
|
|
|
$
|
-
|
|
Taxes
paid
|
|
$
|
-
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
The
accompanying notes are an integral part of these unaudited financial
statements.
|
SHAWNEE
ENERGY, INC.
(formerly
known as Internet Infinity, Inc.)
NOTES
TO UNAUDITED FINANCIAL STATEMENTS
Internet
Infinity, Inc. (III) was incorporated in the State of Delaware on
October 27, 1995. III was re-incorporated in Nevada on December 17,
2004. On September 18, III filed its Certificate of Amendment to Articles of
Incorporation. This amendment changed the name of the corporation to
Shawnee Energy, Inc. (the Company) effective September 21, 2009. The Company is
in the business of creating internet marketing strategies and supporting
management in the plan and design of social marketing networks and distribution
of electronic media services through replication and the creation of replication
masters.
NOTE
2
|
BASIS
OF PRESENTATION AND BUSINESS
|
Unaudited
Interim Financial Information
The
accompanying unaudited consolidated financial statements have been prepared by
the Company, pursuant to the rules and regulations of the Securities and
Exchange Commission (the “SEC”) as applicable to smaller reporting companies,
and generally accepted accounting principles for interim financial reporting.
The information furnished herein reflects all adjustments (consisting of normal
recurring accruals and adjustments) which are, in the opinion of management,
necessary to fairly present the operating results for the respective periods.
Certain information and footnote disclosures normally presented in annual
consolidated financial statements prepared in accordance with accounting
principles generally accepted in the United States of America (“U.S. GAAP”) have
been omitted pursuant to such rules and regulations. These unaudited condensed
consolidated financial statements should be read in conjunction with the audited
consolidated financial statements and footnotes included in the Company’s Annual
Report on Form 10. The results of the six month period ended September 30, 2009
are not necessarily indicative of the results to be expected for the full year
ending March 31, 2010.
Use
of estimates
The
preparation of financial statements in conformity with generally accepted
accounting principles 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 amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
SHAWNEE
ENERGY, INC.
(formerly
known as Internet Infinity, Inc.)
NOTES
TO UNAUDITED FINANCIAL STATEMENTS
Reclassifications
Certain
comparative amounts have been reclassified to conform to the current year's
presentation.
Revenue
Recognition
During
the three months and the six months ended September 30, 2009, the Company began
to assist More American Jobs, from which the CEO of the Company holds minority
interest, in developing its website, social network, marketing strategies and
public relations. Revenue was recognized on a monthly basis when the service was
performed and billed to the customer, and the collectability of accounts
receivable was reasonably assured. During the three months and the six months
ended September 30, 2009, the Company generated $9,000 as revenue and recorded
accounts receivable at $6,000 (net of bad debt allowance of
$3,000).
Recent
Pronouncements
In June
2009, the FASB issued ASC 105 (previously SFAS No. 168,
The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles
("GAAP") - a replacement of FASB Statement No. 162
), which will become
the source of authoritative accounting principles generally accepted in the
United States recognized by the FASB to be applied to nongovernmental entities.
The Codification is effective in the third quarter of 2009, and accordingly,
the Quarterly Report on Form 10-Q for the quarter ending September 30, 2009
and all subsequent public filings will reference the Codification as the sole
source of authoritative literature. The Company does not believe that this will
have a material effect on its consolidated financial statements.
In
June 2009, the FASB issued amended standards for determining whether to
consolidate a variable interest entity. These amended standards eliminate a
mandatory quantitative approach to determine whether a variable interest gives
the entity a controlling financial interest in a variable interest entity in
favor of a qualitatively focused analysis, and require an ongoing reassessment
of whether an entity is the primary beneficiary. These amended standards are
effective for us beginning in the first quarter of fiscal year 2010 and we are
currently evaluating the impact that adoption will have on our consolidated
financial statements.
In June
2009, the FASB issued ASC 855 (previously SFAS No. 165,
Subsequent Events
), which
establishes general standards of accounting for and disclosures of events that
occur after the balance sheet date but before the financial statements are
issued or available to be issued. It is effective for interim and annual periods
ending after June 15, 2009. There was no material impact upon the adoption of
this standard on the Company’s consolidated financial statements.
SHAWNEE
ENERGY, INC.
(formerly
known as Internet Infinity, Inc.)
NOTES
TO UNAUDITED FINANCIAL STATEMENTS
In August
2009, the FASB issued Accounting Standards Update (“ASU”) 2009-05, which amends
ASC Topic 820,
Measuring
Liabilities at Fair Value
, which provides additional guidance on the
measurement of liabilities at fair value. These amended standards clarify that
in circumstances in which a quoted price in an active market for the identical
liability is not available, we are required to use the quoted price of the
identical liability when traded as an asset, quoted prices for similar
liabilities, or quoted prices for similar liabilities when traded as assets. If
these quoted prices are not available, we are required to use another valuation
technique, such as an income approach or a market approach. These amended
standards are effective for us beginning in the fourth quarter of fiscal year
2009 and are not expected to have a significant impact on our consolidated
financial statements.
NOTE
3
|
UNCERTAINTY
OF ABILITY TO CONTINUE AS A GOING
CONCERN
|
The
Company's financial statements are prepared using the generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. However, the Company has accumulated deficit of $2,090,784 at
September 30, 2009, and its total liabilities exceed its total assets by
$987,023.
In view
of the matters described above, recoverability of a major portion of the
recorded asset amounts shown in the accompanying balance sheets is dependent
upon continued operations of the Company, which in turn is dependent upon the
Company’s ability to raise additional capital, obtain financing and to succeed
in its future operations. The financial statements do not include any
adjustments relating to the recoverability and classification of recorded asset
amounts or amounts and classification of liabilities that might be necessary
should the Company be unable to continue as a going concern.
Management
has taken the following steps to revise its operating and financial
requirements, which it believes are sufficient to provide the Company with the
ability to continue as a going concern. The Company is actively pursuing the new
business development company activities and additional funding from strategic
partners, which would enhance stockholders’ investment. Management believes that
the above actions will allow the Company to continue operations through the next
fiscal year.
SHAWNEE
ENERGY, INC.
(formerly
known as Internet Infinity, Inc.)
NOTES
TO UNAUDITED FINANCIAL STATEMENTS
NOTE
4
|
ACCOUNT
PAYABLE & ACCRUED EXPENSES
|
Accrued
expenses consist of the following at
|
September
30,
2009
|
|
|
March 31,
2009
|
|
|
|
|
|
|
|
Accrued
taxes
|
$
|
5,600
|
|
|
$
|
4,800
|
|
Accrued
interest
|
|
241,767
|
|
|
|
175,047
|
|
Accrued
accounting
|
|
32,680
|
|
|
|
26,000
|
|
Accounts
payable
|
|
49,266
|
|
|
|
25,516
|
|
|
$
|
329,313
|
|
|
$
|
231,363
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Five
notes payable with various unrelated individuals. The notes
are
due
upon 90 days written notice from the individuals. The notes
are
unsecured,
with interest ranging from 6% to 12% payable quarterly.
The
notes have been outstanding since 1990. Interest expense for
the
six month periods ended September 30, 2009 and 2008 was
$990
and $990.
|
|
$
|
27,000
|
|
|
$
|
27,000
|
|
NOTE
6
|
RELATED
ENTITIES TRANSACTIONS
|
George
Morris is chief financial officer, vice president, the chairman of the Board of
directors of the Company and the controlling shareholder of the Company and its
related parties through his beneficial ownership of the
following percentages of the outstanding voting shares of the related
parties:
Internet
Infinity, Inc. (The Company)
|
|
|
85.10
|
%
|
Morris
& Associates, Inc.
|
|
|
71.30
|
%
|
Morris
Business Development Company
|
|
|
82.87
|
%
|
Apple
Realty, Inc.
|
|
|
100.00
|
%
|
L&M
Media, Inc.
|
|
|
100.00
|
%
|
SHAWNEE
ENERGY, INC.
(formerly
known as Internet Infinity, Inc.)
NOTES
TO UNAUDITED FINANCIAL STATEMENTS
The
Company has notes payable to related parties on September 30, 2009 and
March 31, 2009 as follows:
|
|
September
30,
|
|
|
March 31,
|
|
|
|
2009
|
|
|
2009
|
|
|
|
|
|
|
|
|
Anna
Moras (mother of George Morris), with interest at 6% per annum, due upon
90 days written notice. Interest expenses for the six months ended
September 30, 2009 and 2008 on this note are $1,012 and $953,
respectively.
|
|
$
|
14,652
|
|
|
$
|
14,652
|
|
|
|
|
|
|
|
|
|
|
Apple
Realty, Inc. (related through a common controlling shareholder), secured
by assets of the Company, past due and payable upon demand. Interest
accrues at 6% per annum. This note is in connection with consulting fees
and office expenses owed. Interest expenses on this note for the six
months ended September 30, 2009 and 2008 are $14,490 and $10,438,
respectively.
|
|
|
359,615
|
|
|
|
357,215
|
|
|
|
|
|
|
|
|
|
|
L&M
Media, Inc. (related through a common controlling shareholder) – Accounts
payable for purchases, converted into a note during the three month period
ended September 30, 2004. The note is due on demand, unsecured and
interest accrues at 6% per annum. Interest expenses on this note for the
six months ended September 30, 2009 and 2008 are $1,522 and $1,434,
respectively.
|
|
|
35,755
|
|
|
|
35,755
|
|
|
|
|
|
|
|
|
|
|
Total
notes payable – related parties
|
|
$
|
410,022
|
|
|
$
|
407,622
|
|
The
Company utilizes office space, telephone and utilities provided by Apple Realty,
Inc. at estimated fair market values, as follows:
|
|
Monthly
|
|
|
Annually
|
|
Rent
|
|
$
|
100
|
|
|
$
|
1,200
|
|
Telephone
|
|
|
100
|
|
|
|
1,200
|
|
Utilities
|
|
|
100
|
|
|
|
1,200
|
|
Office
Expense
|
|
|
100
|
|
|
|
1,200
|
|
|
|
$
|
400
|
|
|
$
|
4,800
|
|
SHAWNEE
ENERGY, INC.
(formerly
known as Internet Infinity, Inc.)
NOTES
TO UNAUDITED FINANCIAL STATEMENTS
The
Company has a month-to-month agreement with Apple Realty, Inc. for a total
monthly fee of $400 for the above expenses.
The
Company has a payable to officer of $219,529 and $258,038 as of September 30,
2009 and March 31, 2009, respectively, as follows:
|
|
September
30,
2009
|
|
|
March 31,
2009
|
|
|
|
|
|
|
|
|
|
|
Unsecured
miscellaneous payables upon demand to the chairman with interest at 6% per
annum.
|
|
$
|
219,529
|
|
|
$
|
258,038
|
|
Interest
accrued for the six month periods ended September 30, 2009 and 2008, on the
above note in the amounts of $7,830 and $3,647, respectively. Total interest
payable at September 30, 2009 and March 31, 2009 on this note are $48,358
and $40,558 respectively have been included in the financial
statements.
The
Company has a payable to Morris Business Development Company and Morris &
Associates, Inc., parties related through a common controlling shareholder,
amounting to $7,209 as of September 30, 2009 and $7,209 as of
March 31, 2009. The amount is interest free, unsecured and due on
demand.
No
provision was made for federal income tax for the six months period ended
September 30, 2009 and year ended March 31, 2009, since the Company
had significant net operating loss. The net operating loss carry forwards may be
used to reduce taxable income through the year 2027. The availability of the
Company’s net operating loss carry forwards are subject to limitation if there
is a 50% or more positive change in the ownership of the Company’s stock. The
provision for income taxes consists of the state minimum tax imposed on
corporations.
The net
operating loss carry forward for federal and state income tax purposes of
approximately $1,418,375 and $1,362,585 as of September 30, 2009 and March 31,
2009 respectively.
The
Company has recorded a 100% valuation allowance for the deferred tax asset due
to the uncertainty of its realization.
The
components of the net deferred tax asset are summarized below:
SHAWNEE
ENERGY, INC.
(formerly
known as Internet Infinity, Inc.)
NOTES
TO UNAUDITED FINANCIAL STATEMENTS
|
|
September
30, 2009
|
|
|
March
31, 2009
|
|
Deferred
tax asset – net operating loss
|
|
$
|
567,323
|
|
|
$
|
545,007
|
|
Less
valuation allowance
|
|
|
(567,323
|
)
|
|
|
(545,007
|
)
|
|
|
|
|
|
|
|
|
|
Net
deferred tax asset
|
|
$
|
-
|
|
|
$
|
-
|
|
The
following is a reconciliation of the provision for income taxes at the U.S.
federal income tax rate to the income taxes reflected in the Statement of
Operations:
|
September
30, 2009
|
|
|
March
31, 2009
|
|
Tax
expense (credit) at statutory rate-federal
|
-34
|
%
|
|
|
-34
|
%
|
State
tax expense net of federal tax
|
-6
|
%
|
|
|
-6
|
%
|
Changes
in valuation allowance
|
40
|
%
|
|
|
40
|
%
|
Tax
expense at actual rate
|
-
|
|
|
|
-
|
|
Income
tax expense consisted of the following:
|
|
September
30, 2009
|
|
|
March
31, 2009
|
|
Current
tax expense:
|
|
|
|
|
|
|
Federal
|
|
$
|
-
|
|
|
$
|
-
|
|
State
|
|
|
800
|
|
|
|
800
|
|
Total
current
|
|
$
|
800
|
|
|
$
|
800
|
|
|
|
|
|
|
|
|
|
|
Deferred
tax credit:
|
|
|
|
|
|
|
|
|
Federal
|
|
$
|
18,969
|
|
|
$
|
36,560
|
|
State
|
|
|
3,347
|
|
|
|
6,452
|
|
Total
deferred
|
|
$
|
22,316
|
|
|
$
|
43,011
|
|
Less:
valuation allowance
|
|
|
(22,316
|
)
|
|
|
(43,011
|
)
|
Net
deferred tax credit
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Tax
expense
|
|
$
|
800
|
|
|
$
|
800
|
|
Item
2.
Management’s
Discussion and Analysis or Plan of Operation
The following discussion and analysis
should be read in conjunction with the financial statements and the accompanying
notes thereto for the six-month period ended September 30, 2009 and is qualified
in its entirety by the foregoing and by more detailed financial information
appearing elsewhere. See “Item 1. Financial
Statements.” The discussion includes management’s expectations for
the future.
Results
of Operations – Second Quarter (“Q2”) of Fiscal 2010 Compared to Second Quarter
(“Q2”) of Fiscal 2009
Operating
Revenue
Operating revenue for Q2 2010 increased
to $9,000 from $0 for Q2 2009. This increase in operating revenue is
primarily due to providing continuing Internet and social network marketing
services to clients.
Operating
Expenses
Operating expenses for Q2 2010
increased to $27,855 from $19,613 for Q2 2009. This increase in
operating expenses is primarily due to overhead associated with
revenue generation.
Net
Income (Loss)
The company had a net loss of $33,828
in Q2 2010, as compared with a net loss of $30,390 in Q2 2009. This
increase was due to primarily to a $7,724 increase in professional legal and
accounting fees for business development.
Balance
Sheet Items
Our cash position decreased to $50 at
September 30, 2009 (Q2 2010) by $12 from $62 at September 30, 2008 (Q2
2009).
Results of Operations –
First Half of Fiscal Year 2010 Compared to First Half of Fiscal Year
2009
Internet
Infinity revenues for the first half of FY 2010 were $9,000, an increase in
revenues from $0 in the first half of FY 2009. The lack of sales was
attributable to the change in our Company’s business eCommerce model and the
lack of sales opportunities. The Company is now providing some
Internet and social marketing services to a startup company “More American Jobs”
(“MAJ”) in which our CEO George Morris has a minority interest through Morris
Business Development Company and Patrick Howell is President and holds the
single largest ownership interest of More American Jobs.
Cost
of Sales - Gross Margin
Our cost of sales was $1,800 for the
first half of FY 2010, an increase of $1,800 from the first half of FY 2009
amount of $0.
Operating
Expenses
Operating
expenses for the first half of FY 2010 increased to $36,029 from $32,658 for the
first half of FY 2009, or a $3,371 increase. This increase in
operating expenses is primarily due to an increase of $9,905 in professional
fees, a decrease in consulting fees to related party of $8,199 offset by a $180
decrease in salaries and a $1,845 increase in other expenses.
Net
Income (Loss)
We had net loss of $55,790 in the first
half of FY 2010, as compared with a net loss of $54,590 in the first half of FY
2009. The net loss for the first half of 2010 is attributable to new
business development costs for the Company.
Item
4. Controls and Procedures
Evaluation of disclosure
controls and procedures
. The Company carried out an
evaluation, under the supervision and with the participation of the Company's
management, including the Company's Chief Executive Officer and Chief Financial
Officer, of the effectiveness of the design and operation of the Company's
disclosure controls and procedures as of the end of the period covered by this
report. Based upon that evaluation, the Chief Executive Officer and Chief
Financial Officer concluded that the Company's disclosure controls and
procedures are effective and are designed to provide reasonable assurances of
achieving their objectives. Further, the Company’s officers concluded
that its disclosure controls and procedures are also effective to ensure that
information required to be disclosed in the reports that it files or submits
under the Exchange Act is accumulated and communicated to its management,
including its chief executive officer and chief financial officer, to allow
timely decisions regarding required disclosure. There were no
significant changes in the Company's internal control over financial reporting
during the period covered by this report that have materially affected, or are
reasonably likely to materially affect our internal controls over financial
reporting.
PART
II - OTHER INFORMATION
|
Item
1.
Legal
Proceedings
We are not, and none of our property
is, a party to any pending legal proceedings, and no such proceedings are known
to be contemplated.
No director, officer or affiliate of
the company, and no owner of record or beneficial owner of more than 5.0% of the
securities of the company, or any associate of any such director, officer or
security holder is a party adverse to the company or has a material interest
adverse to the Company in reference to any litigation.
Item
6. Exhibits
The following exhibits are filed, by
incorporation by reference, as part of this Form 10-Q:
|
2
|
Certificate
of Ownership and Merger of Morris & Associates, Inc., a
California corporation, into Internet Infinity, Inc., a Delaware
corporation*
|
|
2.1
|
Plan
of Merger (Internet Infinity - Delaware into Internet Infinity -
Nevada)***
|
|
2.2
|
State
of Delaware Certificate of Merger of Domestic Corporation into Foreign
Corporation which merges Internet Infinity, Inc., a Delaware corporation,
with and into Internet Infinity, Inc., a Nevada
corporation***
|
|
2.3
|
Articles
of Merger (Pursuant to NRS 92A.200) which merges Internet Infinity, Inc.,
a Delaware corporation, with Internet Infinity, Inc., a Nevada
corporation, with the Nevada corporation being the surviving
entity***
|
|
3
|
Articles
of Incorporation of Internet Infinity,
Inc.*
|
|
3.1
|
Amended
Certificate of Incorporation of Internet Infinity,
Inc.*
|
|
3.2
|
Bylaws
of Internet Infinity, Inc.*
|
|
3.3
|
Corporate
Charter and Articles of Incorporation of Internet Infinity, Inc., a Nevada
corporation***
|
|
3.4
|
Certificate
of Amendment to Articles of Incorporation of Internet Infinity, Inc., a
Nevada corporation++
|
|
3.5
|
Certificate
of Amendment to Articles of Incorporation of Internet Infinity, Inc., a
Nevada corporation+++
|
|
10.1
|
Master
License and non-exclusive Distribution Agreement between Internet
Infinity, Inc. and Lord & Morris Productions,
Inc.*
|
|
10.2
|
Master
License and Exclusive Distribution Agreement between L&M Media, Inc.
and Internet Infinity, Inc.*
|
|
10.3
|
Master
License and Exclusive Distribution Agreement between
Hollywood Riviera Studios and Internet Infinity,
Inc.*
|
|
10.4
|
Fulfillment
Supply Agreement between Internet Infinity, Inc. and Ingram Book
Company**
|
|
14
|
Code
of Ethics for CEO and Senior Financial
Officers+
|
|
31.1
|
Certification
of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
|
|
31.2
|
Certification
of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
|
|
32.1
|
Certification
of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
|
32.2
|
Certification
of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
*Previously
filed with Form 10-SB 10-13-99; Commission File No. 0-27633incorporated
herein.
**Previously
filed with Amendment No. 2 to Form 10-SB 02-08-00; Commission FileNo. 0-27633
incorporated herein.
***Previously
filed with Form 8-K Current Report March 14, 2005, Commission File No. 0-27633
incorporated herein.
+Previously
filed with Form 10-KSB; Commission File No. 0-27633 incorporated
herein.
++Previously
filed with Form 8-K Current Report February 17, 2006; Commission File No.
0-27633 incorporated herein.
+++Previously
filed with Form 8-K Current Report September 21, 2009; Commission File No.
0-27633 incorporated herein.
SIGNATURES
Pursuant to the requirements of the
Exchange Act of 1934, the Registrant has caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
|
SHAWNEE
ENERGY, INC.
|
|
|
|
|
|
|
|
|
|
By:
|
/s/
George
Morris
|
|
|
|
George
Morris, Chief Executive Officer
|
|
|
|
|
|
17
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