Item
1. Financial Statements
WALL
STREET MEDIA CO, INC.
Condensed
Balance Sheets
(Unaudited)
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December 31,
2019
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September 30,
2019
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ASSETS
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Current Assets
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Cash
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$
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1,064
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$
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8,375
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Accounts receivable-related party
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7,000
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-
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Prepaid expenses
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6,500
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-
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Total current assets
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14,564
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8,375
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Deposit
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578
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578
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Total Assets
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$
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15,142
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$
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8,953
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LIABILITIES AND STOCKHOLDERS’ DEFICIT
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Current Liabilities
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Accrued interest payable – related party
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$
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4,656
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$
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13,736
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Notes payable-related party
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90,000
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90,000
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Total current liabilities
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94,656
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103,736
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Total Liabilities
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94,656
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103,736
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Commitments and Contingencies
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Stockholders’ Deficit
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Preferred stock, $0.001 par value; 5,000,000 authorized; none issued or outstanding
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-
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-
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Common stock, $0.001 par value; 195,000,000 shares authorized; 26,922,006 issued and outstanding at December 31, 2019
and September 30, 2019
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26,922
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26,922
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Additional paid-in capital
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1,298,056
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1,298,056
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Accumulated deficit
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(1,404,492
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)
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(1,419,761
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)
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Total stockholders’ deficit
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(79,514
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)
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(94,783
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)
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Total Liabilities and Stockholders’ Deficit
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$
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15,142
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$
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8,953
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The
accompanying notes are an integral part of these unaudited condensed financial statements.
WALL
STREET MEDIA CO, INC.
Condensed
Statements of Operations
(Unaudited)
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For the three
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For the three
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months ended
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months ended
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December 31, 2019
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December 31, 2018
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Revenues:
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Consulting fees-related party
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$
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28,500
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$
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20,000
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Total Revenues
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28,500
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20,000
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Operating Expenses:
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Office and administrative
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1,906
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1,701
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Professional fees
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10,405
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11,297
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Total Operating Expenses
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12,311
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12,998
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Income From Operations
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16,189
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7,002
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Other Expense
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Interest expense
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(920
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)
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(1,158
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)
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Total Expense
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(920
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)
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(1,158
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)
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Net income
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$
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15,269
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$
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5,844
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Net income per share - basic and diluted
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$
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0.00
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$
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0.00
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Weighted average number of common shares - Basic and Diluted
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26,922,006
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26,922,006
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The
accompanying notes are an integral part of these unaudited condensed financial statements
WALL
STREET MEDIA CO, INC.
Condensed
Statements of Cash Flows
(Unaudited)
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For the Three
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For the Three
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Months Ended
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Months Ended
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December 31, 2019
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December 31, 2018
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Cash flows from Operating Activities:
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Net income
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$
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15,269
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$
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5,844
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Adjustments to reconcile net income to net cash provided by (used in) operating activities:
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Changes in operating assets and liabilities:
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(Increase) decrease in accounts receivable – related party
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(7,000
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)
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2,500
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Increase in prepaid expenses
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(6,500
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)
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-
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Increase (decrease) in accrued interest payable – related party
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(9,080
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)
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1,158
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Increase in accounts payable and accrued expenses
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-
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4,619
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Net cash provided by (used in) operating activities
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(7,311
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)
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14,121
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Increase (decrease) in cash during the period
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(7,311
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)
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14,121
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Cash, beginning of the period
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8,375
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4,812
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Cash, end of the period
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$
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1,064
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$
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18,933
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SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
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Interest paid in cash
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$
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-
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$
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-
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Taxes paid in cash
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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 condensed financial statements.
Wall
Street Media Co, Inc.
Notes
to Condensed Unaudited Financial Statements
December
31, 2019
Note
1 - Nature of Operations and Summary of Significant Accounting Policies
Nature
of Operations
Wall Street Media Co, Inc. was organized as Mycatalogsonline.com, Inc. in the state of Nevada on January 6, 2009. In April
2009, the Company changed its name to My Catalogs Online, Inc. In November 2012, the Company changed its name to Bright Mountain
Holdings, Inc., and in August 2013 changed its name to Wall Street Media Co, Inc.
The
Company provides consulting and management services to entities looking to merge with or acquire or otherwise consult with third
party entities. These services are currently provided to Landmark-Pegasus, Inc., a related party (“Landmark-Pegasus”)
or its clients. Landmark-Pegasus is wholly owned by John Moroney, the Company’s majority shareholder. Mr. Moroney also acts
as Landmark-Pegasus’ President.
Basis
of Presentation
The
interim unaudited condensed financial statements included herein have been prepared by the Company, pursuant to the rules and
regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of the Company’s management,
all adjustments (consisting of normal recurring adjustments and reclassifications and non-recurring adjustments) necessary to
present fairly the results of operations and cash flows for the three months ended December 31, 2019, and the financial position
as of December 31, 2019, have been made. The results of operations for such interim periods are not necessarily indicative of
the operating results to be expected for the full year. Certain information and disclosures normally included in the notes to
the annual financial statements have been condensed or omitted from these interim condensed financial statements. Accordingly,
these unaudited interim condensed financial statements should be read in conjunction with the Audited Financial Statements and
Notes thereto as of and for the year ended September 30, 2019 included in our Report on Form 10-K as filed with the SEC on November
1, 2019. The September 30, 2019 balance sheet is derived from those financial statements.
Use
of Estimates
The
financial statements are prepared in accordance with Accounting Principles Generally Accepted in the United States (“GAAP”).
These accounting principles require the Company to make certain estimates, judgments and assumptions. The Company believes that
the estimates, judgments and assumptions upon which it relies are reasonable based upon information available at the time that
these estimates, judgments and assumptions are made. These estimates, judgments and assumptions can affect the reported amounts
of assets and liabilities as of the date of the financial statements as well as the reported amounts of revenues and expenses
during the periods presented. The financial statements would be affected to the extent there are material differences between
these estimates and actual results. In many cases, the accounting treatment of a particular transaction is specifically dictated
by GAAP and does not require management’s judgment in its application. There are also areas in which management’s
judgment in selecting any available alternative would not produce a materially different result. Significant estimates include
the valuation allowance on deferred tax assets.
Cash
and Cash Equivalents
The
Company considers financial instruments with original maturities of three months or less to be cash equivalents. The Company had
no cash equivalents at December 31, 2019 or September 30, 2019.
Revenue
Recognition
As
of October 1, 2018, the Company adopted Revenue from Contracts with Customers (Topic 606) (“ASC 606”). The new guidance
sets forth a new five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and
is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in U.S.
GAAP. The underlying principle of the new standard is that a business or other organization will recognize revenue to depict the
transfer of promised goods or services to customers in an amount that reflects what it expects to receive in exchange for the
goods or services. The Company adopted the standard using the modified retrospective method and the adoption did not have a material
impact on its financial statements.
The
Company provides consulting service currently to a single client which represents the Company’s only revenue source. The
Company recognizes revenue when the performance obligation (i.e. consulting services) with the customers are satisfied and when
the service is provided. Revenue is measured as the amount of consideration the Company expects to receive in exchange for providing
the service.
Basic
and Diluted Net Income per Common Share
Basic
net income per share is computed by dividing the net income by the weighted average number of common shares outstanding during
the period. Diluted net income per common share is computed by dividing the net income by the weighted average number of common
shares outstanding for the period and, if dilutive, potential common shares outstanding during the period. Potentially dilutive
securities consist of the incremental common shares issuable upon exercise of common stock equivalents such as stock options and
convertible debt instruments. Potentially dilutive securities are excluded from the computation if their effect is anti-dilutive.
There were no potentially dilutive securities outstanding at December 31, 2019 or 2018.
Recent
Accounting Pronouncement
In
February 2016, the FASB issued ASU 2016-02, “Leases” which, for operating leases, requires a lessee to recognize a
right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in its balance sheet.
The standard also requires a lessee to recognize a single lease cost, calculated so that the cost of the lease is allocated over
the lease term, on a generally straight-line basis. The ASU is effective for public companies for fiscal years beginning after
December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. This ASU is effective for
the Company on October 1, 2019. The Company has evaluated the impact of the adoption of ASU 2016-02 and does not currently believe
that it will have a material impact on its financial statements and disclosures since it does not have any leases which meet the
criteria.
Note
2 - Going Concern
As
reflected in the accompanying financial statements, the Company sustained a net income of approximately $15,000 for the three
month period ended December 31, 2019 and has working capital and stockholder deficits of approximately $80,000 and $79,000 at
December 31, 2019. The foregoing raises substantial doubt about the Company’s ability to continue as a going concern. The financial
statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities
that might be necessary should the Company be unable to implement its business plan and continue as a going concern. In addition,
the Company is actively seeking investor funding.
Note
3 – Related Party Transactions
During
the three months ended December 31, 2019 and 2018, $28,500 and $20,000, respectively, of the Company’s revenue was derived
from consulting services provided to a related party. As of December 31, 2019, $7,000 of those services remain unpaid by the related
party and have been presented as accounts receivable – related party on the accompanying balance sheet.
The
Company has notes payable with Landmark-Pegasus, an entity wholly owned by the Company’s majority shareholder, that accrue
interest at an annual rate of 4%,and are payable on demand. The balance on the notes is $90,000 as of December 31, 2019 and September
30, 2019. As of December 31, 2019 and September 30, 2019 total interest accrued on the notes payable was $4,656 and $13,736.
Note
4 – Commitments and Contingencies
From
time to time, the company may be involved in asserted claims arising out of our operations in the normal course of business. As
of December 31, 2019, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect
on the Company’s results of operations.
Item
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
FORWARD-LOOKING
STATEMENTS
There
are statements in this quarterly report on Form 10-Q that are not historical facts. These “forward-looking statements”
can be identified by use of terminology such as “believe”, “hope”, “may”, “anticipate”,
“should”, “intend”, “plan”, “will”, “expect”, “estimate”,
“project”, “positioned”, “strategy”, and similar expressions. Although management believes
that the assumptions underlying the forward-looking statements included in this quarterly Report are reasonable, they do not guarantee
our future performance, and are subject to certain risks, uncertainties and assumptions that are difficult to predict; therefore,
actual results and outcomes may differ materially from what is expressed or forecasted in any such forward-looking statements.
OVERVIEW
Wall
Street Media Co, Inc. (the “Company” “we” “us” “our”) was organized as Mycatalogsonline.com,
Inc. in the state of Nevada on January 6, 2009. In April 2009, the Company changed its name to My Catalogs Online, Inc. In November
2012, the Company changed its name to Bright Mountain Holdings, Inc., and in August 2013 changed its name to Wall Street Media
Co, Inc.
The
Company provides consulting and management services to entities looking to merge with or acquire or otherwise consult with third
party entities. These services are currently provided to Landmark-Pegasus, Inc., a related party (“Landmark-Pegasus”)
or its clients. Landmark-Pegasus is wholly owned by John Moroney, the Company’s majority shareholder. Mr. Moroney also acts
as Landmark-Pegasus’ President.
CRITICAL
ACCOUNTING POLICIES
In
response to the Securities and Exchange Commission’s (the “SEC”) financial reporting release, FR-60, Cautionary
Advice Regarding Disclosure About Critical Accounting Policies, the Company has selected its more subjective accounting estimation
processes for purposes of explaining the methodology used in calculating the estimate, in addition to the inherent uncertainties
pertaining to the estimate and the possible effects on the Company’s financial condition. These accounting estimates are
discussed below. These estimates involve certain assumptions that if incorrect could create a material adverse impact on the Company’s
results of operations and financial condition.
Revenue
Recognition
As
of October 1, 2018, the Company adopted Revenue from Contracts with Customers (Topic 606) (“ASC 606”). The new guidance
sets forth a new five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and
is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in U.S.
GAAP. The underlying principle of the new standard is that a business or other organization will recognize revenue to depict the
transfer of promised goods or services to customers in an amount that reflects what it expects to receive in exchange for the
goods or services. The Company adopted the standard using the modified retrospective method and the adoption did not have a material
impact on its financial statements.
The
Company provides consulting service currently to a single client and represents the Company’s only revenue source. The Company
recognizes revenue when the performance obligation (i.e. consulting services) with the customer are satisfied and when the service
is provided. Revenue is measured as the amount of consideration the Company expects to receive in exchange for providing the service.
RESULTS
OF OPERATIONS
FOR
THE THREE MONTHS ENDED DECEMBER 31, 2019 COMPARED TO THE THREE MONTHS ENDED DECEMBER 31, 2018
Revenue:
The Company’s revenues increased approximately 43% to $28,500 during the three months ended December 31, 2019 as compared
to $20,000 for the three months ended December 31, 2018 due to an increase in consulting services provided.
Operating
Expenses: The Company’s operating expenses decreased by approximately 5% to $12,311 during the three months ended December
31, 2019 as compared to $12,998 for the three months ended December 31, 2018 primarily due to a decrease in professional fees.
Income
from operations: The Company’s income from operations increased approximately 131% to $16,189 during the three months
ended December 31, 2019 from $7,002 for the three months ended December 31, 2018. The primary reason for this was due to an increase
in consulting services provided.
LIQUIDITY
AND CAPITAL RESOURCES
Net
cash used in operating activities was approximately $7,311 for the three months ended December 31, 2019 as compared to net cash
provided by operating activities of approximately $14,121 for the three months ended December 31, 2018. The decrease was primarily
due to the payment of accrued interest payable.
As
of December 31, 2019, the Company had approximately $1,100 in cash. The Company has sustained losses from operations, and such
losses are expected to continue. The Company’s auditors have included a “Going Concern Qualification” in their
report for the year ended September 30, 2019. In addition, the Company has a working capital deficit at December 31, 2019 of $80,092
with minimal revenues. The foregoing raises substantial doubt about the Company’s ability to continue as a going concern.
The Company is actively seeking to combine or merge with another operating company. There can be no assurance that the level of
funding needed will be acquired or that the Company will generate sufficient revenues to sustain operations for the next twelve
months. The unaudited condensed financial statements do not include any adjustments that might result from the outcome of this
uncertainty.
RELATED
PERSON TRANSACTIONS
100%
of the Company’s revenues for the quarters ended December 31, 2019 and 2018 were generated by an entity wholly owned by
the Company’s majority shareholder or the entity’s clients.
RECENTLY
ISSUED ACCOUNTING PRONOUNCEMENTS
In
February 2016, the FASB issued ASU 2016-02, “Leases” which, for operating leases, requires a lessee to recognize a
right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in its balance sheet.
The standard also requires a lessee to recognize a single lease cost, calculated so that the cost of the lease is allocated over
the lease term, on a generally straight-line basis. The ASU is effective for public companies for fiscal years beginning after
December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company has evaluated
the impact of the adoption of ASU 2016-02 and does not currently believe that it will have a material impact on its financial
statements and disclosures.
OFF-BALANCE
SHEET ARRANGEMENTS
We
do not have any 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 investors.