U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2010
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
INTERNET INFINITY, 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
Telephone 310-493-2244
(Address and telephone number of registrant’s principal
executive offices and principal place of business)
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 August 14, 2010, 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]
TABLE OF CONTENTS
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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
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Results of Operations
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15
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Item 4.
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Controls and Procedures
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16
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PART II - OTHER INFORMATION
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16
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Item 1.
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Legal Proceedings
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16
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Item 6.
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Exhibits
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17
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SIGNATURES
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18
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PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
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Page
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Balance Sheet (Unaudited) at June 30, 2010
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4
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Statements of Operations (Unaudited)
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for the Three Month Periods Ended
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June 30, 2009 and 2010
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5
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Statements of Cash Flows (Unaudited) for the
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Three Month Periods Ended June 30, 2009 and 2010
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6
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Notes to Unaudited Financial Statements
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7
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INTERNET INFINITY, INC.
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BALANCE SHEETS
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(UNAUDITED)
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ASSETS
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June 30, 2010
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March 31, 2010
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CURRENT ASSETS
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Cash & cash equivalents
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$
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5,397
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$
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-
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Total assets
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-
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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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259,563
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256,892
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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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411,400
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411,400
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Due to officer
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326,366
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305,239
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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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1,031,538
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1,007,740
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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, $.001 par value; 100,000,000 shares authorized
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28,718,780 issued and outstanding
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28,719
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28,719
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Additional paid in capital
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1,075,042
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1,075,043
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Accumulated deficit
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(2,129,900
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)
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(2,111,502
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)
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Total stockholders' deficit
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(1,026,139
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)
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(1,007,740
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)
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Total liabilities and stockholders' deficit
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$
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5,397
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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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INTERNET INFINITY, INC.
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STATEMENTS OF OPERATIONS
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FOR THE THREE MONTH PERIODS ENDED June 30, 2010 and 2009
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(Unaudited)
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For the Three Month Periods
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Ended June 30
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2010
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2009
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Net revenues
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$
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-
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$
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-
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Cost of revenues
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-
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-
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Gross profit
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-
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-
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Operating expenses
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Professional fees
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3,257
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6,074
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Salaries and related expenses
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-
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-
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Consulting fees to related party
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900
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Others
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589
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1,200
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Total operating expenses
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3,846
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8,174
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Loss from operations
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(3,846
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)
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(8,174
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)
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Other income (expense):
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Interest expense
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(14,553
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)
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(12,988
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)
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Loss before income taxes
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(14,553
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)
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(21,162
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)
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Provision for income taxes
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-
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800
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)
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Net loss
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$
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(18,399
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)
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$
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(21,962
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)
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Basic & diluted weighted average number of
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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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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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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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INTERNET INFINITY, INC.
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STATEMENTS OF CASH FLOWS
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FOR THE THREE MONTH PERIODS ENDED JUNE 30, 2010 AND 2009
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(Unaudited)
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2010
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2009
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CASH FLOWS FROM OPERATING ACTIVITIES:
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Net loss
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$
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(18,399
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)
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$
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(21,962
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)
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Adjustments to reconcile net loss to net cash provided by (used in)
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operating activities:
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Capital contribution via services provided
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(3,428
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)
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-
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Increase in accounts payable and accrued expenses
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2,671
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15,990
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Increase in due to related company
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-
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-
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Net cash provided by (used in) operating activities
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(19,156
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)
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(5,972
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)
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CASH FLOWS FROM FINANCING ACTIVITIES:
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Increase/(decrease) in due to related company
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900
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Proceeds from due to officer
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3,870
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Proceeds from notes payable - related party
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1,201
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Net cash provided by (used in) financing activities
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24,553
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(5,972
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)
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NET INCREASE (DECREASE) IN CASH & CASH EQUIVALENTS
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5,397
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-
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CASH & CASH EQUIVALENTS, BEGINNING BALANCE
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-
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-
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CASH & CASH EQUIVALENTS, ENDING BALANCE
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$
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5,397
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$
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-
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SUPPLEMENTARY DISCLOSURES OF CASH FLOW INFORMATION:
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Interest paid
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$
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-
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$
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-
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Taxes paid
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$
|
-
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|
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$
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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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INTERNET INFINITY, INC.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
Internet Infinity, Inc. (III or “the Company”) was incorporated in the State of Delaware on October 27, 1995. III is in the business of distribution of electronic media replication services and the creation of replication masters. The Company was re-incorporated in Nevada on December 17, 2004.
NOTE 2
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BASIS OF PRESENTATION AND BUSINESS
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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 three month period ended June 30, 2010 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.
Reclassifications
Certain comparative amounts have been reclassified to conform to the current year's presentation.
INTERNET INFINITY, INC.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
Recent Pronouncements
In December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in Consolidated Financial Statements”, which is an amendment of Accounting Research Bulletin (“ARB”) No. 51. This statement clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. This statement changes the way the consolidated income statement is presented, thus requiring consolidated net income to be reported at amounts that include the amounts attributable to both parent and the noncontrolling interest. This statement is effective for the fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008. Based on current conditions, the Company does not expect the adoption of SFAS 160 to have a significant impact on its results of operations or financial position.
In March 2008, the FASB issued FASB Statement No. 161, Disclosures about Derivative Instruments and Hedging Activities. The new standard is intended to improve financial reporting about derivative instruments and hedging activities by requiring enhanced disclosures to enable investors to better understand their effects on an entity’s financial position, financial performance, and cash flows. It is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008, with early application encouraged. The new standard also improves transparency about the location and amounts of derivative instruments in an entity’s financial statements; how derivative instruments and related hedged items are accounted for under Statement 133; and how derivative instruments and related hedged items affect its financial position, financial performance, and cash flows. Management does not believe the effect of this pronouncement on financial statements will have a material effect.
In May of 2008, FASB issued SFASB No.162, “The Hierarchy of Generally Accepted Accounting Principles”. The pronouncement mandates the GAAP hierarchy reside in the accounting literature as opposed to the audit literature. This has the practical impact of elevating FASB Statements of Financial Accounting Concepts in the GAAP hierarchy. This pronouncement will become effective 60 days following SEC approval. The Company does not believe this pronouncement will impact its financial statements.
In May 2008, FASB issued SFASB No. 163, Accounting for Financial Guarantee Insurance Contracts-an interpretation of FASB Statement No. 60. The scope of the statement is limited to financial guarantee insurance (and reinsurance) contracts. The pronouncement is effective for fiscal years beginning after December 31, 2008. The company does not believe this pronouncement will impact its financial statements.
In December 2007, the FASB issued SFAS No. 141(R), “Business Combinations”. This Statement replaces SFAS No. 141, Business Combinations. This Statement retains the fundamental requirements in Statement 141 that the acquisition method of accounting (which Statement 141 called the purchase method) be used for all business combinations and for an acquirer to be identified for each business combination. This Statement also establishes principles and requirements for how the acquirer: a) recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any non-controlling interest in the acquiree; b) recognizes and measures the goodwill acquired in the business combination or a gain from a bargain purchase and c) determines what information to disclose to enable users of the financial statements to evaluate the nature and financial effects of the business combination. SFAS No. 141(R) will apply prospectively to business combinations for which the acquisition date is on or after Company’s fiscal year beginning January 1, 2009. While the Company has not yet evaluated this statement for the impact, if any, that SFAS No. 141(R) will have on its consolidated financial statements, the Company will be required to expense costs related to any acquisitions after January 1, 2009.
INTERNET INFINITY, INC.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
On December 30, 2008 FASB issued FIN 48-3, “Effective Date of FASB Interpretation No. 48 for Certain Nonpublic Enterprises”. This FSP defers the effective date of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes, for certain non-public enterprises as defined in paragraph 289, as amended, of FASB Statement No. 109, Accounting for Income Taxes, including non-public not-for-profit organizations. However, non-public consolidated entities of public enterprises that apply U. S. GAAP are not eligible for the deferral. Nonpublic enterprises that have applied the recognition, measurement, and disclosure provisions of Interpretation 48 in a full set of annual financial statements issued prior to the issuance of this FSP also are not eligible for the deferral. This FSP shall be effective upon issuance. The Company does not believe this pronouncement will impact its financial statements.
On January 12, 2009 FASB issued FSP EITF 99-20-01, “Amendment to the Impairment Guidance of EITF Issue No. 99-20”. This FSP amends the impairment guidance in EITF Issue No. 99-20, “Recognition of Interest Income and Impairment on Purchased Beneficial Interests and Beneficial Interests That Continue to be Held by a Transferor in Securitized Financial Assets,” to achieve more consistent determination of whether an other-than-temporary impairment has occurred.
The FSP also retains and emphasizes the objective of an other-than-temporary impairment assessment and the related disclosure requirements in FASB Statement No. 115, Accounting for Certain Investments in Debt and Equity Securities, and other related guidance. The FSP is shall be effective for interim and annual reporting periods ending after December 15, 2008, and shall be applied prospectively. Retrospective application to a prior interim or annual reporting period is not permitted. The Company does not believe this pronouncement will impact its financial statements.
INTERNET INFINITY, INC.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 3
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UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN
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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 $2,129,901 at June 30, 2010, and its total liabilities exceeds its total assets by $1,026,140.
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.
NOTE 4
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ACCOUNT PAYABLE & ACCRUED EXPENSES
|
Accrued expenses consist of the following at
|
|
June 30,
2010
|
|
|
March 31,
2010
|
|
|
|
|
|
|
|
|
Accrued taxes
|
|
$
|
-
|
|
|
$
|
550
|
|
Accrued interest
|
|
|
222,114
|
|
|
|
212,220
|
|
Accrued accounting
|
|
|
-
|
|
|
|
8,000
|
|
Accounts payable
|
|
|
37,449
|
|
|
|
36,122
|
|
|
|
$
|
259,563
|
|
|
$
|
256,892
|
|
INTERNET INFINITY, INC.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
|
|
June 30,
2010
|
|
|
March 31,
2010
|
|
|
|
|
|
|
|
|
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 three month periods ended June 30, 2010 and 2009 was $660 and $660.
|
|
$
|
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
|
%
|
The Company has notes payable to related parties on June 30, 2010 and March 31, 2010 as follows:
|
|
June 30,
2010
|
|
|
March 31,
2010
|
|
|
|
|
|
|
|
|
Anna Moras (mother of George Morris), with interest at 6% per annum, due upon 90 days written notice. Interest expenses for the quarters ended June 30, 2010 and March 31, 2010 on this note are $533 and $525, 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 quarters ended June 30, 2010 and March 31, 2010 are $7,668 and $7,552, respectively.
|
|
|
360,215
|
|
|
|
360.215
|
|
|
|
|
|
|
|
|
|
|
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 quarters ended June 30, 2010 and March 31, 2010 are $813 and $801, respectively.
|
|
|
36,533
|
|
|
|
36,533
|
|
|
|
|
|
|
|
|
|
|
Total notes payable – related parties
|
|
$
|
411,400
|
|
|
$
|
411,400
|
|
INTERNET INFINITY, INC.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
The Company utilizes office space, telephone and utilities provided by Apple Realty, Inc. at estimated fair market values, as follows:
|
|
Monthly
|
|
|
Annually
|
|
Rent
|
|
$
|
20
|
|
|
$
|
120
|
|
Telephone
|
|
|
20
|
|
|
|
120
|
|
Utilities
|
|
|
20
|
|
|
|
120
|
|
Office Expense
|
|
|
20
|
|
|
|
120
|
|
|
|
$
|
100
|
|
|
$
|
1,200
|
|
The Company has a month-to-month agreement with Apple Realty, Inc. for a total monthly fee of $100 for the above expenses.
The Company has a payable to officer of $326,364 and $305,239 as of June 30, 2010 and March 31, 2010, respectively, as follows:
|
|
June 30,
2010
|
|
|
March 31,
2010
|
|
|
|
|
|
|
|
|
Unsecured miscellaneous payables upon demand to the chairman with
interest at 6% per annum.
|
|
$
|
326,364
|
|
|
$
|
305,239
|
|
Interest accrued for the three month periods ended June 30, 2010 and March 31, 2010, on the above note in the amounts of $4,051 and $3,990, respectively. Total interest payable for the quarters ended June 30, 2010 and March 31, 2010 on this note are $61,059 and $60,143 respectively have been included in the financial statements.
INTERNET INFINITY, INC.
NOTES TO UNAUDITED 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 June 30, 2010 and $7,209 as of March 31, 2010. The amount is interest free, unsecured and due on demand.
No provision was made for federal income tax for the three months period ended June 30, 2010 and year ended March 31, 2010, since the Company had significant net operating loss. The net operating loss carryforwards may be used to reduce taxable income through the year 2027. The availability of the Company’s net operating loss carryforwards 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 carryforward for federal and state income tax purposes of approximately $2129,901 and $2,011,502 as of June 30, 2010 and March 31, 2010 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:
|
|
June 2010
|
|
|
March 2010
|
|
Deferred tax asset – net operating loss
|
|
$
|
553,791
|
|
|
$
|
573,130
|
|
Less valuation allowance
|
|
|
(553,791
|
)
|
|
|
(573,130
|
)
|
|
|
|
|
|
|
|
|
|
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:
|
|
June 30, 2010
|
|
|
March 31, 2010
|
|
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
|
|
|
-
|
|
|
|
-
|
|
INTERNET INFINITY, INC.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
Income tax expense consisted of the following:
|
|
June 2010
|
|
|
March 2010
|
|
Current tax expense:
|
|
|
|
|
|
|
Federal
|
|
$
|
-
|
|
|
$
|
-
|
|
State
|
|
|
-
|
|
|
|
-
|
|
Total current
|
|
$
|
-
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
Deferred tax credit:
|
|
|
|
|
|
|
|
|
Federal
|
|
$
|
|
|
|
$
|
36,560
|
|
State
|
|
|
|
|
|
|
6,452
|
|
Total deferred
|
|
$
|
|
|
|
$
|
43,011
|
|
Less: valuation allowance
|
|
|
(
|
)
|
|
|
(43,011
|
)
|
Net deferred tax credit
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Tax expense
|
|
$
|
-
|
|
|
$
|
-
|
|
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 three-month period ended June 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 – First Quarter of (“Q1”) Fiscal 2010 Compared to First Quarter (“Q1”) of Fiscal 2009
Sales
Internet Infinity revenues for Q1 2010 were $0, as compared with revenues of $0 in Q1 2009. This inability to increase revenues is attributable to the slowing economy and the lack of success in finding acquisitions..
Cost of Sales - Gross Margin
Our cost of sales was $0 for Q1 2010, as compared to $0 for Q1 2009 since there were no sales.
Operating Expenses
Operating expenses for Q1 2010 decreased to $3,846 from $8,174 for Q1 2009. This decrease in operating expenses is primarily due to a decrease in operating activity.
Net Income (Loss)
The company had a net loss of $3,846 from operations in Q1 2010, as compared with a net loss of $8,174 from operations in Q1 2009. Overall, we had net loss after taxes including interest expense of $18,399 for Q1 2010 compared to $21,962 for Q1 of 2009.
Balance Sheet Items
Our cash position increased to $5,397 at June 30, 2010 (Q1 2010) from $0 at June 30, 2009 (Q1 2009).
Off-Balance Sheet Arrangements
Our company has not entered into any transaction, agreement or other contractual arrangement with an entity unconsolidated with us under which we have
·
|
an obligation under a guarantee contract,
|
·
|
a retained or contingent interest in assets transferred to the unconsolidated entity or similar arrangement that serves as credit, liquidity or market risk support to such entity for such assets,
|
·
|
any obligation, including a contingent obligation, under a contract that would be accounted for as a derivative instrument, or
|
·
|
any obligation, including a contingent obligation, arising out of a variable interest in an unconsolidated entity that is held by us and material to us where such entity provides financing, liquidity, market risk or credit risk support to, or engages in leasing, hedging or research and development services with us.
|
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++
|
|
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.
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.
|
INTERNET INFINITY, INC.
|
|
|
|
|
|
Dated: August 14, 2010
|
By:
|
/s/
George Morris
|
|
|
|
George Morris, Chief Executive Officer
|
|
|
|
|
|
18