Item
1. Financial Statements
WALL
STREET MEDIA CO, INC.
Condensed
Balance Sheets
The
accompanying notes are an integral part of these unaudited condensed financial statements.
WALL
STREET MEDIA CO, INC.
Condensed
Statements of Operations
(Unaudited)
The
accompanying notes are an integral part of these unaudited condensed financial statements
WALL
STREET MEDIA CO., INC.
Condensed
Statement of Changes in Stockholders’ Deficit
For
the three and nine months ended June 30, 2021
(Unaudited)
WALL
STREET MEDIA CO., INC.
Condensed
Statement of Changes in Stockholders’ Deficit
For
the three and nine months ended June 30, 2020
(Unaudited)
|
|
|
|
|
|
|
|
Additional
|
|
|
|
|
|
Total
|
|
|
|
Common
Stock
|
|
|
Paid-in
|
|
|
Accumulated
|
|
|
Stockholders’
|
|
|
|
Shares
Issued
|
|
|
Amount
|
|
|
Capital
|
|
|
Deficit
|
|
|
Deficit
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance
at September 30, 2019
|
|
|
26,922,006
|
|
|
$
|
26,922
|
|
|
$
|
1,298,056
|
|
|
$
|
(1,419,761
|
)
|
|
$
|
(94,783
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
15,269
|
|
|
|
15,269
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance
at December 31, 2019
|
|
|
26,922,006
|
|
|
$
|
26,922
|
|
|
$
|
1,298,056
|
|
|
$
|
(1,404,492
|
)
|
|
$
|
(79,514
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(6,572
|
)
|
|
|
(6,572
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance
at March 31, 2020
|
|
|
26,922,006
|
|
|
$
|
26,922
|
|
|
$
|
1,298,056
|
|
|
$
|
(1,411,064
|
)
|
|
$
|
(86,086
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
6,735
|
|
|
|
6,735
|
|
Net
income (loss)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
6,735
|
|
|
|
6,735
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance
at June 30, 2020
|
|
|
26,922,006
|
|
|
$
|
26,922
|
|
|
$
|
1,298,056
|
|
|
$
|
(1,404,329
|
)
|
|
$
|
(79,351
|
)
|
The
accompanying notes are an integral part of these unaudited condensed financial statements.
WALL
STREET MEDIA CO, INC.
Condensed
Statements of Cash Flows
(Unaudited)
The
accompanying notes are an integral part of these unaudited condensed financial statements.
Wall
Street Media Co, Inc.
Notes
to Condensed Unaudited Financial Statements
June
30, 2021
Note
1 - Nature of Operations and Summary of Significant Accounting Policies
Nature
of Operations
Wall
Street Media Co, Inc. (the “Company”) 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.
Impact
of COVID-19
In
March 2020, the World Health Organization declared COVID-19 a global pandemic and recommended containment and mitigation measures worldwide.
The Company is monitoring this closely, and although operations have not been materially affected by the COVID-19 outbreak to date, the
ultimate duration and severity of the outbreak and its impact on the economic environment and business is uncertain. Accordingly, while
the Company does not anticipate an impact to the operations, we cannot estimate the duration of the pandemic and potential impact on
the business. In addition, a severe or prolonged economic downturn could result in a variety of risks to the business, including a possible
delay in implementing the Company’s business plan. At this time, the Company is unable to estimate the ultimate impact of this
event on its current or future operations.
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 nine months ended June 30, 2021, and the financial position as of June 30, 2021, 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, 2020 included in our
Report on Form 10-K as filed with the SEC on November 12, 2020. The September 30, 2020 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 and collectability of accounts
receivable with related party.
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 June 30, 2021 or September 30, 2020.
Wall
Street Media Co, Inc.
Notes
to Condensed Unaudited Financial Statements
June
30, 2021
Revenue
Recognition
The
Company recognizes revenue using the five-step revenue recognition model as prescribed by ASC 606, “Revenue from Contracts with
Customers”. The underlying principle of the 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 provides consulting services currently to an entity wholly owned by the Company’s majority stockholder or the related entity’s
clients which represents the Company’s only revenue source. The Company recognizes revenue when the performance obligation (i.e.
consulting services) with the customer is 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 June 30, 2021 or 2020.
Wall
Street Media Co, Inc.
Notes
to Condensed Unaudited Financial Statements
June
30, 2021
Note
2 - Going Concern
As
reflected in the accompanying condensed financial statements, for the nine month period ended June 30, 2021 the Company generated net
income of $6,098 and used cash in operations of $9,376. At June 30, 2021, the Company has a working capital deficit of $76,459. The foregoing
raises substantial doubt about the Company’s ability to continue as a going concern for a period of one year from the issuance
date of these financial statements. 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 nine months ended June 30, 2021 and 2020, $57,500 and $64,500, respectively, of the Company’s revenues were from consulting
services provided to an entity wholly owned by the Company’s majority stockholder. As of June 30, 2021 and September 30, 2020,
$12,500 and $5,000, respectively, of those services remain unpaid by the related party and have been presented as accounts receivable
– related party on the accompanying condensed balance sheet.
The
Company has notes payable with Landmark-Pegasus, an entity wholly owned by the Company’s majority stockholder, that accrues interest
at an annual rate of 4%, and are payable on demand. The balance on the notes is $91,500 at June 30, 2021 and at September 30, 2020. At
June 30, 2021 and September 30, 2020 total interest accrued on the notes payable was $6,217 and $5,441. Balances are presented as notes
payable – related party and accrued interest payable – related party, respectively, on the accompanying condensed balance
sheets. During the three months ended June 30, 2021 and 2020, interest expense on the notes was $925 and $925, respectively, and the
nine months ended June 30, 2021 and 2020, interest expense on the notes was $2,776 and $2,770, respectively, as presented on the accompanying
condensed statement of operations as interest expense – related party.
Note
4 – Commitments and Contingencies
From
time to time, the Company may be involved in asserted claims arising out of the Company’s operations in the normal course of business.
At June 30, 2021, 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 stockholder. Mr. Moroney also acts as
Landmark-Pegasus’ President.
Impact
of COVID-19
In
March 2020, the World Health Organization declared COVID-19 a global pandemic and recommended containment and mitigation measures worldwide.
The Company is monitoring this closely, and although operations have not been materially affected by the COVID-19 outbreak to date, the
ultimate duration and severity of the outbreak and its impact on the economic environment and business is uncertain. Accordingly, while
the Company does not anticipate an impact to the operations, we cannot estimate the duration of the pandemic and potential impact on
the business. In addition, a severe or prolonged economic downturn could result in a variety of risks to the business, including a possible
delay in implementing the Company’s business plan. At this time, the Company is unable to estimate the ultimate impact of this
event on its current or future operations.
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
The
Company recognized revenue using the five-step revenue recognition model as prescribed by ASC 606, “Revenue from Contracts with
Customers”. The underlying principle of 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 services currently to an entity wholly owned by the Company’s majority stockholder or the related entity’s
clients which represents the Company’s only revenue source. The Company recognizes revenue when the performance obligation (i.e.
consulting services) with the customer is 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 JUNE 30, 2021 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2020
Revenue:
The Company’s revenues increased by approximately 18% to $22,500 during the three months ended June 30, 2021 as compared to
$19,000 for the three months ended June 30, 2020 due to an increase in consulting services provided.
Operating
Expenses: The Company’s operating expenses increased by approximately 43% to $16,263 during the three months ended June 30,
2021 as compared to $11,340 for the three months ended June 30, 2020 primarily due to an increase in professional fees.
Income
from operations: The Company’s income from operations decreased approximately 19% to $6,237 during the three months ended June
30, 2021 from income from operations of $7,660 for the three months ended June 30, 2020. The primary reason for this was due to an increase
in professional fees expense.
FOR
THE NINE MONTHS ENDED JUNE 30, 2021 COMPARED TO THE NINE MONTHS ENDED JUNE 30, 2020
Revenue:
The Company’s revenues decreased approximately 11% to $57,500 during the nine months ended June 30, 2021 as compared to $64,500
for the nine months ended June 30, 2020 due to a decrease in consulting services provided.
Operating
Expenses: The Company’s operating expenses increased by approximately 5% to $48,626 during the nine months ended June 30, 2021
as compared to $46,298 for the nine months ended June 30, 2020 primarily due to an increase in professional fees.
Income
from operations: The Company’s income from operations decreased approximately 51% to $8,874 during the nine months ended June
30, 2021 from income from operations of $18,202 for the nine months ended June 30, 2020. The primary reasons for this was due to an decrease
in consulting services provided and an increase in professional fees.
LIQUIDITY
AND CAPITAL RESOURCES
Net
cash used in operating activities was $9,376 for the nine months ended June 30, 2021 as compared to net cash used in operating activities
of $5,298 for the nine months ended June 30, 2020. The decrease was primarily due to the payment of prepaid expenses and accrued interest
payable- related party.
As
of June 30, 2021, the Company had $8 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,
2020. In addition, the Company has a working capital deficit at June 30, 2021 of $76,459 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 three and nine months ended June 30, 2021 and 2020 were generated by an entity wholly owned by
the Company’s majority shareholder or the related entity’s clients.
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.