Creatd, Inc. - Quarter Report: 2013 September (Form 10-Q)

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	[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2013
	[   ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Nevada	87-0645394
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

 

1007 Livingston Loop, The Villages, Florida 32162

(Address of principal executive offices)

(352) 561-8182

(Registrant’s telephone number, including area code)

Not applicable.

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

 

Large accelerated filer	[   ]	Accelerated filer	[  ]
Non-accelerated filer  (Do not check if a smaller reporting company)	[   ]	Smaller reporting company	[X]

Class	Outstanding as of November 7, 2013
Common Stock, $0.001 par value	7,883,750

Heading		Page
PART  I    —   FINANCIAL INFORMATION
Item 1.	Financial Statements	1
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	8
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	10
Item 4.	Controls and Procedures	10
PART II   —   OTHER INFORMATION
Item 1.	Legal Proceedings	11
Item 1A.	Risk Factors	11
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	11
Item 3.	Defaults Upon Senior Securities	11
Item 4.	Mine Safety Disclosures	11
Item 5.	Other Information	11
Item 6.	Exhibits	12
	Signatures	12

 

 

LILM, INC. and SUBSIDIARY
(Development Stage Company)
CONDENSED CONSOLIDATED BALANCE SHEETS
				September 30,				December 31,
				2013				2012
				(Unaudited)
Assets
Current Assests
	Cash			$	1,493,003			$	447
	Inventory				112				1,168
		Total Current Assets			1,493,115				1,615
	Equipment-Production Mold, Net				765				1,020
		Total Assets		$	1,493,880			$	2,635
Liabilities & Stockholders' Equity (Deficiency)
Current Liabilities
	Accounts Payable and Accrued Expenses			$	-			$	33,355
	Note Payable- Related Party				-				52,756
		Total Current Liabilities			-				86,111
Stockholders' Equity (Deficiency)
	Common Stock
	7,633,750 shares issued and outstanding at September 30, 2013 and 2,633,750 shares issued and outstanding at December 31, 2012				7,634				2,634
	Capital in excess of par value				1,742,561				147,561
	Accumulated deficit during development stage				(256,315	)			(233,671	)
		Total Stockholders' Equity (Deficiency)			1,493,880				(83,476	)
Total Liabilities and Stockholders' Equity (Deficiency)				$	1,493,880			$	2,635

 

LILM, INC. and SUBSIDIARY\
(Development Stage Company)
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
For the Three and Nine Months Ended September 30, 2013 and 2012 and the Period
April 22, 1997 (date of inception) to September 30, 2013
(UNAUDITED)
			Three Months Ended								Nine Months Ended								April 22, 1997 to
			September 30,				September 30,				September 30,				September 30,				September 30,
			2013				2012				2013				2012				2013
Sales			$	558			$	5,024			$	13,269			$	13,513			$	82,037
Cost of Goods Sold				(42	)			(451	)			(1,056	)			(1,442	)			(5,452	)
	Gross Profit		$	516			$	4,573			$	12,213			$	12,071			$	76,585
Operating Expenses
	General and administrative		$	6,832			$	8,715			$	32,752			$	23,817			$	298,877
	Royalties			6				46				115				146				801
	Depreciation and amortization			85				85				255				255				29,585
Total Operating Expenses			$	6,923			$	8,846			$	33,122			$	24,218			$	329,263
Other (Income) Expense:
	Interest Expense			592			$	486				1,735			$	1,416				3,637
Net Loss			$	(6,999	)		$	(4,759	)		$	(22,644	)		$	(13,563	)		$	(256,315	)
Net Loss Per Common Share
	Basic and diluted		$	-			$	-			$	-			$	-
Weighted Average Outstanding Shares
	Basic and diluted			2,960,000				2,634,000				2,744,000				2,634,000

 

		Nine Months Ended								April 22, 1997 to
		September 30,				September 30,				September 30,
		2013				2012				2013
Cash Flows From Operating Activities
Net Loss		$	(22,644	)		$	(13,563	)		$	(256,315	)
Adjustments to reconcile net loss to net cash used in operating activities:
Expenses paid by shareholders			8,024				-				26,948
Issuance of common stock for expenses			-				-				8,700
Depreciation and amortization			255				255				29,585
Changes in operating assets and liabilities:
Inventory			1,056				857				(112	)
Accounts payable and accrued expenses			(33,355	)			9,913				(3,221	)
Net Cash Flows (Used in) Operations			(46,664	)			(2,538	)			(194,415	)
Cash Flows From Investing Activities
Purchase of patent			-				-				(28,650	)
Purchase of Equipment-Production Mold			-				-				(1,700	)
Purchase office equipment			-				-				(2,096	)
Net Cash Flows (Used in) Investing Activities			-				-				(32,446	)
Cash Flows From Financing Activities
Notes Payable from related party			16,845				2,725				62,063
Payments to related party			(77,625	)			(187	)			(88,911	)
Proceeds from issuance of common stock			1,600,000				-				1,746,712
Net Cash Flows Provided By Financing Activities			1,539,220				2,538				1,719,864
Net Change in Cash			1,492,556				-				1,493,003
Cash at Beginning of Period			447				-				-
Cash at End of Period		$	1,493,003				-			$	1,493,003
SUPPLEMENTAL DISCLOSURE OF NONCASH FINANCING ACTIVITIES
Issuance of 922,900 common shares for a patent- 2000		$	-			$	-			$	11,963

LILM, Inc. (the “Company”) was incorporated under the laws of the state of Nevada on December 30, 1999 with authorized common stock of 25,000,000 shares with a par value of $0.001 per share. The principal business activity of the Company is to manufacture and market the "LiL Marc" urinal used in the training of young boys.
 

 

 

 

4.  EQUIPMENT –PRODUCTION MOLD
 

 

 

On October 21, 2013, the Company purchased all of the outstanding membership units of Ashland Holdings, LLC ("Ashland") from our CEO Kent Campbell for a purchase price of $20,000.  At the time of purchase Ashland's sole asset consisted of $19,000 in cash.

 

 

 

 

 

	●	the ability to maintain current business and, if feasible, expand the marketing of products;
	●	the ability to attract and retain new individual and retail customers;
	●	the sufficiency of existing capital resources and the ability to raise additional capital to fund cash requirements for future operations;
	●	uncertainties involved in the rate of growth of business and acceptance of the Company’s product;
	●	anticipated size or trends of the market segments in which we compete and the anticipated competition in those markets;
	●	future capital requirements and our ability to satisfy our needs; and
	●	general economic conditions.

 

 

 

Exhibit Number		Description
10.1		Agreement for the Purchase and Sale of Real Estate between Ashland Holdings, LLC and TD Bank dated October 29, 2013 (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed with the SEC on November 1, 2013.
31.1		Section 302 Certificate of Chief Executive Officer. *
31.2		Section 302 Certificate of Principal Financial and Accounting Officer. *
32.1		Section 906 Certificate of Chief Executive Officer and Principal Financial and Accounting Officer. *
101 INS		XBRL Instance Document**
101 SCH		XBRL Schema Document**
101 CAL		XBRL Calculation Linkbase Document**
101 DEF		XBRL Definition Linkbase Document**
101 LAB		XBRL Labels Linkbase Document**
101 PRE		XBRL Presentation Linkbase Document**
*		Filed herewith.
**		The XBRL related information in Exhibit 101 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section and shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

	LILM, INC.
Date: November 7, 2013	By: /s/ Kent Campbell
	Kent Campbell
	Chief Executive Officer
	(Principal Executive Officer)
Date: November 7, 2013	By: /s/ Sarah Campbell
	Sarah Campbell
	Chief Accounting Officer
	(Principal Financial and Accounting Officer)

 

 

 

 

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