INNOVATIVE DESIGNS INC - Quarter Report: 2009 July (Form 10-Q)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
10-Q
x
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934.
|
For the
quarterly period ended July 31, 2009
OR
¨
|
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934.
|
For the
transition period from _______ to ________.
Commission
File Number: 000-51791
INNOVATIVE
DESIGNS, INC.
(Exact
Name of Registrant as Specified in its Charter)
Delaware
|
03-0465528
|
(State
or other jurisdiction of
|
(I.R.S.
Employer
|
incorporation
or organization)
|
Identification
No.)
|
223 North
Main Street, Suite 1
Pittsburgh,
Pennsylvania 15215
(Address
of Principal Executive Offices, Zip Code)
(412)
799-0350
(Issuer’s
Phone Number Including Area Code)
N/A
(Former
Name or Former Address, if changed since last report)
Check
whether the issuer (1) has filed all reports required to be filed by Section 13
or 15(d) of the Securities and Exchange Act of 1934 during the preceding 12
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. See definitions of “large accelerated filer”, “accelerated
filer” and “smaller reporting Company” in Rule 12b-2 of the Exchange
Act.
(Check
One)
Large
Accelerated Filer ¨
|
Accelerated
Filer ¨
|
Non-accelerated
Filer ¨
|
Smaller
reporting company x
|
(Do not
check if a smaller reporting company)
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange
Act). YES ¨ NO x
As of
September 11, 2009, there were 18,698,743 shares of the Registrant’s common
stock, par value $.0001 per share, outstanding.
Transitional
Small Business Disclosure
Format: YES ¨ NO x
Innovative
Designs, Inc.
Index
Form 10-Q
for the Quarter Ended July 31, 2009
Page No.
|
||
Part
I — Financial Information
|
||
Item
1.
|
Condensed
Financial Statements
|
|
Condensed
Balance Sheets at July 31, 2009 (Unaudited) and October 31,
2008
|
1
|
|
Condensed
Statements of Operations for the Three Months Ended July 31, 2009 and
2008, Nine Months Ended July 31, 2009 and 2008
|
2
|
|
Condensed
Statement of Changes in Stockholders’ Equity (Deficit) at July 31, 2009
(Unaudited) and October 31, 2008
|
3
|
|
Condensed
Statements of Cash Flows for the Nine Months Ended July 31, 2009 and
2008
|
4
|
|
Notes
to Condensed Financial Statements
|
5 -
8
|
|
Item
2.
|
Management’s
Discussion and Analysis of Financial Condition and
Results of Operations
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9 -
12
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Item T.
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Controls
and Procedures
|
12
- 13
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Part
II — Other Information
|
||
Item
2.
|
Unregistered
Sale of Equity Securities and Use of Proceeds
|
14
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Item
6.
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Exhibits
|
15
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ITEM
1. CONDENSED FINANCIAL STATEMENTS
INNOVATIVE
DESIGNS, INC.
CONDENSED
BALANCE SHEETS
July 31, 2009 (Unaudited)
and October 31, 2008
2009
|
2008
|
|||||||
ASSETS
|
||||||||
CURRENT
ASSETS:
|
||||||||
Cash
|
$ | 15,836 | $ | 22,523 | ||||
Accounts
receivable
|
14,592 | 159,128 | ||||||
Inventory
|
813,166 | 732,295 | ||||||
Deposits
on inventory
|
117,061 | 305,000 | ||||||
Total
current assets
|
960,655 | 1,218,946 | ||||||
LONG-TERM
ASSETS
|
||||||||
Property
and equipment - net
|
7,083 | 10,675 | ||||||
Total
long-term assets
|
7,083 | 10,675 | ||||||
TOTAL
ASSETS
|
$ | 967,738 | $ | 1,229,621 | ||||
|
||||||||
LIABILITIES AND
STOCKHOLDERS' EQUITY (DEFICIT)
|
||||||||
CURRENT
LIABILITIES:
|
||||||||
Accounts
payable
|
$ | 43,643 | $ | 88,889 | ||||
Customer
deposits
|
- | 9,823 | ||||||
Current
portion of notes payable
|
13,076 | 169,530 | ||||||
Accrued
interest expense
|
92,000 | 118,000 | ||||||
Accounts
payable - related party
|
28,220 | 28,220 | ||||||
Related
party debt
|
65,000 | 128,000 | ||||||
Shareholders
advances
|
295,164 | 328,500 | ||||||
Accrued
expenses
|
728 | 17,485 | ||||||
Total
current liabilities
|
537,831 | 888,447 | ||||||
LONG-TERM
LIABILITIES:
|
||||||||
Long-term
portion of notes payable
|
388,626 | 397,115 | ||||||
Total
long term liabilities
|
388,626 | 397,115 | ||||||
TOTAL
LIABILITIES
|
926,457 | 1,285,562 | ||||||
STOCKHOLDERS'
EQUITY (DEFICIT):
|
||||||||
Preferred
stock, $.0001 par value, 100,000,000 shares authorized
|
||||||||
Common
stock, $.0001 par value, 500,000,000 shares authorized, 18,703,743
and 18,455,243 shares issued and outstanding
|
1,873 | 1,846 | ||||||
Additional
paid in capital
|
5,638,018 | 5,565,045 | ||||||
Accumulated
deficit
|
(5,598,610 | ) | (5,622,832 | ) | ||||
Total
stockholders' equity (deficit)
|
41,281 | (55,941 | ) | |||||
TOTAL
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
|
$ | 967,738 | $ | 1,229,621 |
The
accompanying notes are an integral part of these financial
statements.
- 1
-
ITEM
1. CONDENSED FINANCIAL STATEMENTS
INNOVATIVE
DESIGNS, INC.
CONDENSED
STATEMENTS OF OPERATIONS
Three Months Ended July 31,
2009 and 2008, Nine Months Ended July 31, 2009 and 2008
(Unaudited)
Three Months Ended July 31,
|
Nine Months Ended July 31,
|
|||||||||||||||
2009
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2008
|
2009
|
2008
|
|||||||||||||
REVENUE
|
$ | 26,616 | $ | 85,141 | $ | 675,446 | $ | 353,457 | ||||||||
OPERATING
EXPENSES:
|
||||||||||||||||
Cost
of sales
|
11,810 | 74,127 | 298,023 | 382,425 | ||||||||||||
Non-stock
compensation
|
(9,300 | ) | 14,000 | 44,000 | 23,600 | |||||||||||
Selling,
general and administrative expenses
|
76,066 | 84,055 | 296,373 | 308,128 | ||||||||||||
78,576 | 172,182 | 638,396 | 714,153 | |||||||||||||
(Loss)/income
from operations
|
(51,960 | ) | (87,041 | ) | 37,050 | (360,696 | ) | |||||||||
OTHER
(EXPENSE)/INCOME:
|
||||||||||||||||
Interest
expense
|
(4,456 | ) | (566 | ) | (12,828 | ) | (34,572 | ) | ||||||||
Reversal
of arbitration award
|
- | 4,176,000 | - | 4,176,000 | ||||||||||||
Total
other (expense)/income
|
(4,456 | ) | 4,175,434 | (12,828 | ) | 4,141,428 | ||||||||||
Net
(loss)/income before income taxes
|
(56,416 | ) | 4,175,434 | 24,222 | 3,780,732 | |||||||||||
Income
taxes
|
- | - | - | - | ||||||||||||
NET
(LOSS)/INCOME
|
$ | (56,416 | ) | $ | 4,088,393 | $ | 24,222 | $ | 3,780,732 | |||||||
Weighted
Average
|
||||||||||||||||
Shares
Outstanding
|
18,646,743 | 18,034,743 | 19,321,799 | 18,052,743 | ||||||||||||
Net
income/(loss) per share
|
$ | (.003 | ) | $ | 22.7 | $ | .001 | $ | 20.9 |
The
accompanying notes are an integral part of these financial
statements.
- 2
-
ITEM
1. CONDENSED FINANCIAL STATEMENTS
INNOVATIVE
DESIGNS, INC.
CONDENSED
STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)
July 31, 2009 (Unaudited)
and October 31, 2008
Common Stock
|
Additional
|
Accumulated
|
||||||||||||||||||
Shares
|
Amount
|
Paid in Capital
|
Deficit
|
Total
|
||||||||||||||||
Balance
at October 31, 2007
|
17,096,193 | $ | 1,711 | $ | 5,049,064 | $ | (9,180,051 | ) | $ | (4,129,276 | ) | |||||||||
Shares
issued for cash
|
505,050 | 50 | 208,716 | - | 208,766 | |||||||||||||||
Shares
issued for services
|
594,000 | 59 | 216,291 | - | 216,350 | |||||||||||||||
Shares
issued for
|
||||||||||||||||||||
extinguishment
of debt
|
260,000 | 26 | 90,974 | - | 91,000 | |||||||||||||||
Net
income
|
- | - | - | 3,557,219 | 3,557,219 | |||||||||||||||
Balance
at October 31, 2008
|
18,455,243 | 1,846 | 5,565,045 | (5,622,832 | ) | (55,941 | ) | |||||||||||||
Shares
issued for services
|
185,500 | 21 | 54,779 | - | 54,800 | |||||||||||||||
Shares
issued for cash
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90,000 | 9 | 28,991 | - | 29,000 | |||||||||||||||
Return
of shares for
non-performance of services
|
(27,000 | ) | (3 | ) | (10,797 | ) | - | (10,800 | ) | |||||||||||
Net
income
|
- | - | - | 24,222 | 24,222 | |||||||||||||||
Balance
at July 31, 2009
|
18,703,743 | $ | 1,873 | $ | 5,638,018 | $ | (5,598,610 | ) | $ | 41,281 |
The
accompanying notes are an integral part of these financial
statements.
- 3
-
ITEM
1. CONDENSED FINANCIAL STATEMENTS
INNOVATIVE
DESIGNS, INC.
CONDENSED
STATEMENTS OF CASHFLOW
For Nine Months Ended July
31, 2009 and 2008
(Unaudited)
For
the Nine Months Ended
|
||||||||
July 31, 2009
|
July 31, 2008
|
|||||||
CASH
FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Net
income
|
$ | 24,222 | $ | 3,780,732 | ||||
Adjustments
to reconcile net income to cash
|
||||||||
provided
by (used in) operating activities:
|
||||||||
Common
stock issued for services
|
54,800 | 23,600 | ||||||
Depreciation
and amortization
|
3,592 | 1,879 | ||||||
Common
stock returned for noncompliance of services
|
(10,800 | ) | - | |||||
Accrued
liability related to arbitration
|
- | (4,176,000 | ) | |||||
Changes
in operating assets and liabilities:
|
||||||||
Accounts
receivable
|
144,536 | 133,550 | ||||||
Inventory
|
(80,871 | ) | 154,702 | |||||
Deposits
on inventory
|
187,939 | (285,000 | ) | |||||
Accounts
payable
|
(45,246 | ) | (915 | ) | ||||
Accrued
expenses
|
(16,757 | ) | 16,864 | |||||
Customer
deposits
|
(9,823 | ) | 58,750 | |||||
Accrued
interest on notes payable
|
(26,000 | ) | 6,410 | |||||
Net
cash provided by (used in) operating activities
|
225,592 | (285,428 | ) | |||||
CASH
FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Payments
on note payable
|
(164,943 | ) | (54,866 | ) | ||||
Payment
on note payable - related party
|
(63,000 | ) | (32,800 | ) | ||||
Proceeds
from shareholder advances
|
- | 78,000 | ||||||
Payment
of shareholder advances
|
(33,336 | ) | - | |||||
Common
stock issued for cash
|
29,000 | 349,513 | ||||||
Net
cash (used in) provided by financing activities
|
(232,279 | ) | 339,847 | |||||
Net
(decrease)/increase in cash
|
$ | (6,687 | ) | $ | 54,419 | |||
Cash
- beginning of year
|
$ | 22,523 | $ | 6,555 | ||||
Cash
- end of period
|
$ | 15,836 | $ | 60,974 | ||||
Supplemental
cash flow information:
|
||||||||
Cash
paid for interest
|
$ | 12,832 | $ | 566 |
The
accompanying notes are an integral part of these financial
statements.
- 4
-
INNOVATIVE
DESIGNS, INC.
NOTES TO
THE CONDENSED FINANCIAL STATEMENTS
July 31,
2009
1. BASIS OF PRESENTATION -
INTERIM FINANCIAL STATEMENTS
The
accompanying unaudited condensed financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America (“GAAP”) for interim financial information and the general instructions
to Form 10-Q. Accordingly, they do not include all information and
footnotes required by GAAP for complete financial statements. These
interim financial statements should be read in conjunction with our audited
financial statements and notes thereto included in our Annual Report on Form
10-K for the fiscal year ended October 31, 2008. The preparation of
financial statements in conformity with GAAP requires management to make
estimates and assumptions that affect the reported amounts of assets,
liabilities, revenues and expenses. Actual results could differ from
those estimates. In the opinion of management, all adjustments
(consisting of normal recurring adjustments) considered necessary for a fair
presentation have been included. The results of operations for the
periods presented are not necessarily indicative of the results that may be
expected for the year ending October 31, 2009 or any future
period.
2.
|
ADOPTION OF SFAS NO.
123 (REVISED 2004) SHARE-BASED
PAYMENT
|
In
December 2004, FASB issued FASB No. 123 (Revised 2004) Share-Based
Payment. This Statement establishes standards for the accounting and
transactions in which an entity exchanges its equity instruments for goods or
services. It also addresses transactions in which an entity incurs
liabilities in exchange for goods or services that are based on the fair value
of the entity’s equity instruments or that may be settled by the issuance of
those equity instruments. This Statement focuses primarily on
accounting for transactions in which an entity obtains employee services in
share-based payment transactions. This Statement does not change the
accounting guidance for share-based payment transactions with parties other than
employees provided in Statement 123 as originally issued and EITF Issue No.
96-18, “Accounting for Equity Instruments That Are Issued to Other Than
Employees for Acquiring, or in Conjunction with Selling, Goods or
Services.” This Statement does not address the accounting for
employee share ownership plans, which are subject to AICPA Statement of Position
93-6, Employers’ Accounting
for Employee Stock Ownership Plans. The adoption of SFAS 123
(Revised 2004) by the Company did not have a material impact on the Company’s
financial position, results of operations or cash flows. There was no
change in the status of outstanding shares or in the Equity Compensation Plan
since October 31, 2008, and no shares were granted to employees of the Company
for services rendered or to be rendered.
3.
|
EARNINGS PER
SHARE
|
Innovative
Designs, Inc. (the “Company”) calculates net income (loss) per share as required
by Statement of Financial Accounting Standard No. 128, Earnings per
Share. Basic earnings (loss) per share is calculated by dividing
income (loss) by the weighted average number of common shares outstanding for
the period. Diluted earnings (loss) per share is calculated by
dividing net income (loss) by the weighted average number of common shares and
dilutive common stock equivalents outstanding. There were no fully
diluted shares as of July 31, 2009 and 2008.
- 5
-
INNOVATIVE
DESIGNS, INC.
NOTES TO
THE CONDENSED FINANCIAL STATEMENTS
July 31,
2009
4.
|
GOING CONCERN AND
LEGAL PROCEEDINGS
|
The
Company's financial statements are presented on a going concern basis, which
contemplates the realization of assets and satisfaction of liabilities in the
normal course of business.
The
Company's ability to continue as a going concern is contingent upon its ability
to expand its operations and secure additional financing. The Company
is currently pursuing financing for its operations and seeking to expand its
operations. Failure to secure such financing or expand its operations
may result in the Company not being able to continue as a going
concern.
The
financial statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible inability of
the Company to continue as a going concern.
We are
subject to dispute and litigation both in and out of the ordinary course of our
business. None of these matters, in the opinion of our management, is
material or likely to result in a material effect on us based upon information
available at this time. With respect to the former, we applied for a
federal trademark for the name “Arctic Armor” which was approved by the Patent
and Trademark Office. The application has been opposed by a third
party who objects to the word “Armor”. We are attempting to resolve
the matter.
With
respect to the latter, on July 30, 2008, Elio D. Cattan and Eliotex srl filed a
Motion to Strike Satisfaction of Judgment in the action filed at 04-00593 in the
United States District Court for the Western District of
Pennsylvania. The basis for the relief requested was Cattan’s
averment that Innovative Designs defrayed certain of the expenses in Greystone,
Inc.’s litigation in the United States, and that assistance violated
Pennsylvania public policy regarding champerty and maintenance.
On
February 5, 2009, The Honorable Arthur J. Schwab entered an Order on the Motion
of Elio Cattan and Eliotex, SRL (collectively, “Cattan”) to strike the
assignment and satisfaction of judgment filed at Docket No. 04-00593 by Elite
Properties, LLC. Counsel for Innovative Designs, Inc. sought to
preclude the District Court from rendering any determination on the merits as to
the ownership of the Judgment or the propriety of the State Court execution
proceedings by which ownership of the Judgment was transferred.
The
District Court did not adopt or substantiate the legal argument brought forward
by Counsel for Cattan, and did not render any findings on the merits that would
disturb Elite Properties, LLC’s ownership of the IDI Judgment at the time it was
satisfied.
On March
31, 2009, Eliotex, srl (“Eliotex”) and Elio Cattan (“Cattan”) filed a Motion to
Strike Assignment and Satisfaction of Judgment in the Court of Common Pleas of
Allegheny County, Pennsylvania at Case No. GD-06-011327. The Motion
requests that the Court invalidate State Court execution proceedings on the
default judgment entered against Eliotex and Cattan by Greystone, Inc.
(“Greystone”) by which Greystone purchased at Sheriff Sale the default judgment
against IDI entered in favor of Eliotex and Cattan in Italian arbitration
proceedings and confirmed by the District Court. The Motion
further
requests that the Court strike the purchase of an assignment of that judgment
from Greystone, and its subsequent satisfaction, by Elite Properties,
LLC. IDI consented to the issuance of a Rule to Show Cause why the
relief should not be granted.
- 6
-
INNOVATIVE
DESIGNS, INC.
NOTES TO
THE CONDENSED FINANCIAL STATEMENTS
July 31,
2009
On June
10, 2009, Eliotex and Cattan filed a Verification to their
Motion. IDI filed its Answer to Rule to Show Cause on June 23,
2009. Eliotex and Cattan conducted no discovery within the 60 day
time period provided for by the Order issuing the Rule, and no oral argument on
the Rule has been requested. The Motion is dormant and likely to
remain so for the foreseeable future.
Counsel
for IDI is confident that the outcome of the Motion, if adjudicated, will favor
IDI. The Motion cites arcane theories of champerty and maintenance
that the District Court expressly refused to adopt, and must be adjudicated by
the Honorable R. Stanton Wettick, Jr., who in 2007 upheld the propriety of the
execution proceedings at the time of a prior challenge by Eliotex and
Cattan.
5.
|
COMMON
STOCK
|
On
December 11, 2008, we issued a total of 20,000 shares of our common stock for
cash for $.40 per share or $8,000. The shares were issued without
registration pursuant to the exemption provided by Section 4(2) of the
Securities Act of 1933, as amended.
On
December 30, 2008, we issued a total of 70,000 shares of our common stock for
cash for $.30 per share or $21,000. The shares were issued without
registration pursuant to the exemption provided by Section 4(2) of the
Securities Act of 1933, as amended.
On
December 30, 2008, we issued a total of 1,500 shares of our common stock for
professional services for $.30 per share or $450. The shares were
issued without registration pursuant to the exemption provided by Section 4(2)
of the Securities Act of 1933, as amended.
On
February 5, 2009, we issued a total of 100,000 shares of our common stock for
professional services for $.25 per share or $25,000. The shares were
issued without registration pursuant to the exemption provided by Section 4(2)
of the Securities Act of 1933, as amended.
On
February 5, 2009, we issued a total of 25,000 shares of our common stock for
professional services for $.25 per share or $6,250. The shares were
issued without registration pursuant to the exemption provided by Section 4(2)
of the Securities Act of 1933, as amended.
On March
6, 2009, we issued a total of 54,000 shares of our common stock for professional
services for $.40 per share or $21,600. The shares were issued
without registration pursuant to the exemption provided by Section 4(2) of the
Securities Act of 1933, as amended. Subsequently on June 2, 2009, the
Company cancelled 27,000 shares of this stock for non-performance of
services. The shares were valued at $.40 per share or an aggregate of
$10,800.
- 7
-
On May
26, 2009, we issued 5,000 shares of our common stock for professional services
for $.30 per share or $1,500. The shares were issued without
registration pursuant to the exemption provided by Section 4(2) of the
Securities Act of 1933, as amended.
- 8
-
INNOVATIVE
DESIGNS, INC.
July 31,
2009
ITEM 2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
General
The
following information should be read in conjunction with the consolidated
financial statements and the notes thereto and in conjunction with Management’s
Discussion and Analysis of Financial Condition and Results of Operations in our
Annual Report on Form 10-K for the fiscal year ended October 31,
2008.
Disclosure
Regarding Forward-Looking Statements
Certain
statements made in this report, and other written or oral statements made by or
on behalf of the Company, may constitute “forward-looking statements” within the
meaning of the federal securities laws. When used in this report, the
words “believes,” “expects,” “estimates,” “intends” and similar expressions are
intended to identify forward-looking statements. Statements regarding
future events and developments and our future performance, as well as our
expectations, beliefs, plans, intentions, estimates or projections relating to
the future, are forward-looking statements within the meaning of these
laws. Examples of such statements in this report include descriptions
of our plans and strategies with respect to developing certain market
opportunities. and our overall business plan. All forward-looking
statements are subject to certain risks and uncertainties that could cause
actual events to differ materially from those projected. We believe
that these forward-looking statements are reasonable; however, you should not
place undue reliance on such statements. These statements are based
on current expectations and speak only as of the date of such
statements. We undertake no obligations to publicly update or revise
any forward-looking statement, whether as a result of future events, new
information or otherwise.
Background
Innovative
Designs, Inc. (hereinafter referred to as the “Company”, “we or “our”) was
formed on June 25, 2002. We market and sell clothing products such
as hunting apparel, and cold weather gear called “Artic Armor” that
are made from INSULTEX, a material with buoyancy, scent block and thermal
resistant proprieties. We obtain INSULTEX through a license agreement
with the owner and manufacturer of the material. Since our formation
we have devoted our efforts to:
|
·
|
Completing
the development, design and prototypes of our
products,
|
|
·
|
Obtaining
retail stores or sales agents to offer and sell our products,
and
|
|
·
|
Developing
our website to sell more of our
products.
|
- 9
-
INNOVATIVE
DESIGNS, INC.
July 31,
2009
Results
of Operations
Comparison
of the Three Months Ended July 31, 2009 with the Three Months Ended July 31,
2008.
Revenues
The
following table shows a comparison of the results of operations between the
three months ended July 31, 2009 and three months ended July 31,
2008:
Three Months
Ended
July 31, 2009
|
% of
Sales
|
Three Months
Ended
July 31, 2008
|
% of
Sales
|
$ Increase
(Decrease)
|
% Change
|
|||||||||||||||||||
REVENUE
|
$ | 26,616 | 100 | % | $ | 85,141 | 100 | % | $ | (58,525 | ) | (68.7 | )% | |||||||||||
OPERATING
EXPENSES
|
||||||||||||||||||||||||
Cost
of sales
|
11,810 | 44.4 | % | 74,127 | 87.1 | % | (62,317 | ) | (84.1 | )% | ||||||||||||||
Non-stock
compensation
|
(9,300 | ) | (34.9 | )% | 14,000 | 16.4 | % | (23,300 | ) | (166.4 | )% | |||||||||||||
Selling,
general
and administrative
expenses
|
76,066 | 285.8 | % | 84,055 | 98.7 | % | (7,989 | ) | (9.5 | )% | ||||||||||||||
78,576 | 295.2 | % | 172,182 | 202.2 | % | (93,606 | ) | (54.4 | )% | |||||||||||||||
Loss
from operations
|
(51,960 | ) | 195.2 | % | (87,041 | ) | (102.2 | )% | 35,081 | 40.3 | % | |||||||||||||
OTHER
INCOME (EXPENSE)
|
||||||||||||||||||||||||
Interest
expense
|
(4,456 | ) | (16.7 | )% | (566 | ) | (.67 | )% | (3,890 | ) | (687.3 | )% | ||||||||||||
Reversal
of arbitration
award
|
- | - | 4,176,000 | 4,904.8 | % | (4,176,000 | ) | (100 | )% | |||||||||||||||
Total other income (expense) | (4,456 | ) | (16.7 | )% | 4,175,434 | 4,904.1 | % | (4,179,890 | ) | (100.1 | )% | |||||||||||||
Net
(loss)/income
|
$ | (56,416 | ) | (212.0 | )% | $ | 4,088,393 | 4,801.9 | % | $ | (4,144,809 | ) | (101.4 | )% |
Three
Months Ended July 31, 2009 and 2008
Revenues
for the three months ended July 31, 2009, were $26,616 compared to $85,141 for
the three months ended July 31, 2008. The decrease was largely on
account of the fact that during the last few days of July 2008, two orders
totaling approximately $56,000 were shipped. Over 90% of the products
sold were our Artic Armor line of products. Because this line is our
main source for sales, there is a very seasonal nature to our sales
cycle. We do anticipate a much greater demand for our products for
the next three months. We believe that as a result of a cooler summer
this year orders will be received earlier than in prior years. In the
first part of September we have already seen this to occur. As
discussed below, we do have written orders for delivery later in the year and as
the cold season approaches we expect orders to increase. Included in
the net income (loss) for the three months ended July 31, 2008, is the reversal
of the arbitration award in the amount of $4,176,000.
- 10
-
INNOVATIVE
DESIGNS, INC.
July 31,
2009
During
the period we did reach a verbal understanding with a large distributor and we
expect orders to be received later in the month of September or early October.
Our Early Order Booking program produced orders that began shipping September 1,
2009, and will continue until February 1, 2010. We did not start
counting EOB orders until this year, but we believe the program has produced
significantly more orders than in the first year of the program. Our
building wrap product is still in the last stages of testing.
The
following table shows a comparison of the results of operations between the nine
months ended July 31, 2009 and nine months ended July 31, 2008.
Nine Months
Ended
July 31, 2009
|
% of
Sales
|
Nine Months
Ended
July 31, 2008
|
% of
Sales
|
$ Increase
(Decrease)
|
% Change
|
|||||||||||||||||||
REVENUE
|
$ | 675,446 | 100 | % | $ | 353,457 | 100 | % | $ | 321,989 | 91.1 | % | ||||||||||||
OPERATING
EXPENSES
|
||||||||||||||||||||||||
Cost
of sales
|
298,023 | 44.1 | % | 382,425 | 108.2 | % | (84,402 | ) | (22.1 | )% | ||||||||||||||
Non-stock
compensation
|
44,000 | 6.5 | % | 23,600 | 6.7 | % | 20,400 | 86.4 | % | |||||||||||||||
Selling,
general
and administrative
expenses
|
296,373 | 43.9 | % | 308,128 | 87.2 | % | (11,755 | ) | (3.8 | )% | ||||||||||||||
638,396 | 94.5 | % | 714,153 | 202.0 | % | (75,757 | ) | (10.6 | )% | |||||||||||||||
Income/(loss)
from
operations
|
37,050 | 5.5 | % | (360,696 | ) | (102.0 | )% | 397,746 | 110.3 | % | ||||||||||||||
OTHER
INCOME (EXPENSE)
|
||||||||||||||||||||||||
Interest
(expense)
income
|
(12,828 | ) | (1.9 | )% | (34,572 | ) | (9.8 | )% | 21,744 | (62.9 | )% | |||||||||||||
Reversal
of arbitration
award
|
- | - | 4,176,000 | 1,181.5 | % | 4,176,000 | 100 | % | ||||||||||||||||
Total other income (expense) | (12,828 | ) | (1.9 | )% | 4,141,428 | (1,171.7 | )% | (4,128,400 | ) | (99.7 | )% | |||||||||||||
Net
income/(loss)
|
$ | 24,222 | 3.6 | % | $ | 3,780,732 | 1,069.6 | % | $ | (3,756,510 | ) | (99.4 | )% |
Nine
months ended July 31, 2009 and 2008.
Revenues
for the nine months ended July 31, 2009, were $675,446 compared to revenues of
$353,457 for the nine months ended July 31, 2009. The increase is a
result, we believe, of the advertising program conducted over the last cold
season. We also added a new color to the Artic Armor
line. Included in the net income for the nine months ended July 31,
2008, is the reversal of the arbitration award in the amount of
$4,176,000.
- 11
-
INNOVATIVE
DESIGNS, INC.
July 31,
2009
As of
September 10, 2009, we had orders for approximately
$150,000. However, we have shipped more orders since July 31, 2009,
than we did in the corresponding period in 2008. These orders have
delivery dates for October, November and December of this year. The
orders do not require any monetary deposit and can be cancelled, without
penalty, by the customer at any time.
Liquidity
and Capital Resources
During
the quarter ended July 31, 2009, we funded our operations with revenues from
sales. We will continue to fund operations from revenues and
borrowings and the possible sale of securities. Our ability to obtain
outside funding of either debt or equity is being adversely affected in part, by
the general inability to obtain commercial lending.
Short
Term: We funded our operations with revenues from sales. The
financial institution has restricted the amounts we can borrow on our lines of
credit and they will not increase our borrowing capacity on the lines of
credit. The Company continues to pay its creditors when payments are
due and has been successful in expanding its sales base into the oil and gas
industry and to the railroad industry as well as to other sectors of the
market.
Long
Term: The Company will continue to fund operations from revenues, borrowings and
the possible sale of its securities. The Company is currently pursing
financing to fund its long-term liquidity needs, however, the general state of
the credit industry has made borrowing more difficult.
ITEM T.
CONTROLS AND PROCEDURES
Management
has developed and implemented a policy and procedures for reviewing, on a
quarterly basis, our disclosure controls and procedures and our internal control
over financial reporting. Management, including our principal
executive and financial officer, evaluated the effectiveness of the design and
operation of disclosure controls and procedures as of July 31, 2009 and, based
on their evaluation, our principal executive and financial officers have
concluded that these controls and procedures are not operating
effectively. Effective March 19, 2008, our Chief Executive Officer
temporarily assumed the duties of our Chief Financial Officer. As of
the date of filing this Form 10-Q, the Chief Executive Officer continues these
duties. During the fourth quarter of 2008, a number of adjusting
journal entries were recorded in order to adjust the ending inventory balance to
the correct balance. The nature of these entries related primarily to
inventory valuation with regards to the correct
balance. Consequently, during the first quarter of 2009, a number of
adjustments were recorded in order to correct the Company’s books and
records. The adjustments included the following: adjustments were
made to ending cash balances which were not properly reconciled; inventory was
adjusted for items which were received during this quarter but not entered into
the inventory system by the Company and not reflected in the ending inventory
balance; notes payables were corrected for payments made by the Company to
lenders; and adjustments were made in order to adjust cost of sales to the
correct balances. During the second quarter of 2009, the Company
hired an outside Certified Public Accountant to analyze and prepare the books
and records. As such, only immaterial reclassifications were made
during the second quarter of 2009. No reclassifications were made
during the third quarter of 2009. The Chief Executive Officer is
currently in the process of evaluating the Company’s controls and procedures
surrounding the evaluation of inventory and properly stating cost of
sales.
- 12
-
INNOVATIVE
DESIGNS, INC.
July 31,
2009
There
were no significant changes in our internal control over financial reporting
during our last fiscal quarter that have materially affected, or are reasonably
likely to materially affect, our internal control over financial
reporting.
- 13
-
INNOVATIVE
DESIGNS, INC.
July 31,
2009
PART
II
ITEM 2.
UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS
On
December 11, 2008, we issued a total of 20,000 shares of our common stock for
cash for $.40 per share or $8,000. The shares were issued without
registration pursuant to the exemption provided by Section 4(2) of the
Securities Act of 1933, as amended.
On
December 30, 2008, we issued a total of 70,000 shares of our common stock for
cash for $.30 per share or $21,000. The shares were issued without
registration pursuant to the exemption provided by Section 4(2) of the
Securities Act of 1933, as amended.
On
December 30, 2008, we issued a total of 1,500 shares of our common stock for
professional services for $.30 per share or $450. The shares were
issued without registration pursuant to the exemption provided by Section 4(2)
of the Securities Act of 1933, as amended.
On
February 5, 2009, we issued a total of 100,000 shares of our common stock for
professional services for $.25 per share or $25,000. The shares were
issued without registration pursuant to the exemption provided by Section 4(2)
of the Securities Act of 1933, as amended.
On
February 5, 2009, we issued a total of 25,000 shares of our common stock for
professional services for $.25 per share or $6,250. The shares were
issued without registration pursuant to the exemption provided by Section 4(2)
of the Securities Act of 1933, as amended.
On March
6, 2009, we issued a total of 54,000 shares of our common stock for professional
services for $.40 per share or $21,600. The shares were issued
without registration pursuant to the exemption provided by Section 4(2) of the
Securities Act of 1933, as amended. Subsequently on June 2, 2009, the
Company cancelled 27,000 shares of this stock for non-performance of
services. The shares were valued at $.40 per share or an aggregate of
$10,800.
On May
26, 2009, we issued 5,000 shares of our common stock for professional services
for $.30 per share or $1,500. The shares were issued without
registration pursuant to the exemption provided by Section 4(2) of the
Securities Act of 1933, as amended.
We funded
our operations with revenues from sales and the sale of our
securities. We sold approximately $29,000 worth of our common stock
in private transactions during the nine month period ended July 31,
2009.
- 14
-
INNOVATIVE
DESIGNS, INC.
July 31,
2009
ITEM 6.
EXHIBITS
*3.1
|
Certificate
of Incorporation
|
|
*3.2
|
By
Laws
|
|
31.1
|
Rule
13a - 14a Certification of Chief Executive Office and Chief Financial
Officer
|
|
32.1
|
Section
1350 Certification of Chief Executive Officer and Chief Financial
officer
|
|
*
|
Incorporated
by reference to the Company’s registration statement on Form SB-2, filed
March 11, 2003
|
SIGNATURES
In
accordance with the requirements of the Exchange Act, the registrant caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Innovative Designs, Inc.
|
|
Registrant
|
|
Date:
September 11, 2009
|
/s/ Joseph Riccelli
|
Joseph
Riccelli, Chief Executive Officer
|
|
and
Chief Financial
Officer
|
- 15
-