Overview

Our company was formed on January 1, 2012, by MM Inc. the Founding Member, through a contribution of assets. The organization, as governed by the Written Operating Agreement dated January 1, 2012, was formed for the purpose of engaging in the business of conceiving, developing, selling, marketing, implementing and/or otherwise providing services, systems, platforms and products in the areas of mobile, social, digital and traditional marketing to and for businesses and organizations, and conducting services and functions incidental to the operation of such business. Effective January 1, 2017 and March 1, 2017, we granted a thirty percent (30%) and ten percent (10%) interest to Villanta and Digital Advize, respectively, in consideration of services to be provided to us.

We are an involvement marketing service agency, whose mission is to become one of the most well-respected marketing service agencies in the industry capable of involving people with Fortune 500 brands that designs, creates and develops branding and marketing campaigns, primarily for large corporate clients with category-leading brands. We specialize in getting consumers and customers to take an action that leads to brand awareness, trial, loyalty, and ultimately advocacy. Our conversion initiatives facilitate the involvement of more of the "right customers" with the brands of our clients. Our programs can take on various forms, including creating and managing digital content, designing campaign websites/landing pages, social media and viral campaigns, mobile marketing initiatives, brand communications and search engine optimization. We deliver innovative, result-producing campaigns to meet the business objectives of each client through any number, or combination thereof, or cutting-edge marketing initiatives.

Our most important assets in delivering the highest-quality involvement marketing services to our clients are our highly talented and experienced people made up of technologists, strategists, account service, paid media and creatives who work together and represent a cross-discipline of experts. We pride ourselves in a culture of mutually-shared support and teamwork. We ensure that our team is provided the best-in-class research, equipment, technology and training in all disciplines within our proven delivery process to deliver cutting-edge initiatives the get results. We are very competitive and have a winning culture that is present throughout the work we do for our clients and their brands.

Our organization has been structured in a manner to ensure a broad range of thinking, facilitate work flow, and deliver unparalleled marketing initiatives and service to our clients. This is proven by strong and long-lasting relationships with our clients and tenure of our key executives. We have a proven, five-step cyclical approach to every client engagement that ensures learning from every campaign execution is used to optimize future campaigns.

After more than 35 years of experience in delivering innovative involvement marketing campaigns, including more than nine years since our formation in January 2012, we believe our business model is market tested and poised for growth. While executing on our business strategy, we believe we have assembled a diverse and experienced team of senior managers, account executives and creative and analytical directors; developed and executed on involvement marketing campaigns which we believe have added value to our clients; and created our own brand-recognition in the marketing service agency industry. Key elements of our strategy to accelerate revenue growth and continue penetration of the marketplace include organic growth, strategic partnerships, recruitment of talented executives, and accretive acquisitions.

We have relationships with what we believe to be some of the industry's most innovative companies, including Fortune 500 companies, in a diverse spectrum of industries possessing what we believe to be well-known brands. We believe the client relationships established within these diverse industries provide us with a competitive edge over the broader market in the adoption of new strategies and leading technologies. We generate revenues from project/campaign-based fees charged to our clients pursuant to client-specific service agreements.

Through the efforts of our business development team, we identify potential clients having well-known brands as well as leveraging relationships with brands with whom our team is familiar. In addition to identifying potential clients, our senior management team is responsible for nurturing and maintaining existing relationships to ensure customer satisfaction and to promote follow-up campaign opportunities. Our business development team is composed of industry innovators in the communications business with deep connections and experience in digital, social media, technology, promotions, mobile, analytics and campaign development, implementation and management. Our business development team is led by award-winning executives who are frequent contributors to all-things digital on television, radio, conferences and webinars.





Fiscal Year


Our fiscal year ends on September 30. Reference in this annual report on Form 10-K to a fiscal year is reference to the fiscal year ended September 30. For example, references to "fiscal 2021" or our "2021 fiscal year" refer to the fiscal year ended September 30, 2021.


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Critical Accounting Policies


Our significant accounting policies are summarized in Note 2 to our financial statements. However, certain of our accounting policies require the application of significant judgment by our management, and such judgments are reflected in the amounts reported in our financial statements. In applying these policies, our management uses its judgment to determine the appropriate assumptions to be used in the determination of estimates. Those estimates are based on our historical experience, terms of existing contracts, our observance of market trends, information provided by our strategic partners and information available from other outside sources, as appropriate. Actual results may differ significantly from the estimates contained in our financial statements.





Results of Operations


Fiscal Year Ended September 30, 2021 vs. September 30, 2020





Revenues


Revenues for the fiscal year ended September 30, 2021, were $3,827,721 as compared with $3,638,503 for the comparable prior year period, an increase of $189,218 or 5.2%. The increase is primarily attributable to an increase in clients project budgets.





Gross Profit


Gross profit for the fiscal year ended September 30, 2021 was $2,329,196 or 60.9% of revenues, compared with $2,498,790 or 68.7% of revenues, for the comparable prior year period. The decrease in gross profit and margin was a result of higher labor costs and higher direct costs associated with the revenues for the current fiscal year compared to the previous fiscal year. This increase is due to the types of marketing projects completed during the current year and higher associated direct costs for items such as paid media. Gross margin will fluctuate from year to year based on the types of work assigned to the Company by its clients.

General and Administrative Expenses

General and administrative expenses for the fiscal year ended September 30, 2021, were $2,344,601 as compared with $2,450,392 for the comparable prior year period Our general and administrative expenses in the aggregate decreased by $105,791 or 4.3%. The significant accounts that increased (decreased) for the year ended September 30, 2021, compared to September 30, 2020, are as follows:





       Description             Amount
Freelance Admin              $   79,830
Stock Compensation Expense       77,000
Office Rent                     119,273
Management Consulting          (220,572 )
Public Company expenses         (36,659 )
Insurance expense               (35,093 )
Legal Fees                      (26,558 )
Utilities                       (15,798 )
All other                       (47,214 )
Total                        $ (105,791 )

Other Income or Expense, Net

Other income, net for the fiscal year ended September 30, 2021, was $782,145 as compared with other expense, net of $12,247 for the comparable prior year period. The current year includes gains on two PPP loans that were forgiven in the amount of $780,288. Other expenses for the year ended September 30, 2020, related to exploratory merger and acquisition costs incurred.





Income taxes


Income tax benefit for the year ended September 30, 2021 was $528 compared to $105,022 for the year ended September 30, 2020. The prior year benefit was primarily a result of income tax refunds due the Company of $117,710.


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Liquidity and Capital Resources

As of September 30, 2021, we had cash and cash equivalents of $1,075,188, an increase of $267,926 when compared with a cash and cash equivalents balance of $807,262 as of September 30, 2020.

Our uses of cash for operating activities have primarily consisted of salaries and wages for our employees; costs incurred in connection with performance on client projects; facility and facility-related costs, material and professional fees. The sources of our cash flows from operating activities have consisted primarily of payments received from clients in connection with the performance on contractually agreed-upon projects. During the fiscal year ended September 30, 2021, net cash used in operating activities was $195,223 compared to net cash used in operating activities of $222,061 for the comparable prior year period. Net cash flows used in operating activities for the current year were a result of the net income of $767,268, stock compensation expense of $77,000 and depreciation expense of $21,722, offset by the gains on the PPP loan forgiveness of $780,288 and changes in current assets and liabilities of $280,925.

Net cash flows used in operating activities for the prior year was a result of net income of $141,173 and depreciation expense of $27,053, offset by changes in assets and liabilities of $390,947.

During the fiscal year ended September 30, 2021, we used $15,389 in investing activities as compared with net cash of $14,600 used in investing activities for the comparable prior year period. The net cash outflows during the fiscal years ended September 30, 2021, and 2020, are a result of the purchase of computers and office equipment.

During the fiscal year ended September 30, 2021, we had net cash of $478,538 provided by financing activities as compared to net cash of $301,750 for the comparable prior year period. The net cash inflows from financing activities for both years were related to the funding of a Paycheck Protection Program loan.

There were no options or warrants exercised during the fiscal years ended September 30, 2021, and 2020.

The ability to attract additional capital investments in the future will depend on many factors, including the availability of credit, rate of revenue growth, ability to acquire new client opportunities, the timing of new product introductions and enhancements to existing products, and the opportunities to acquire complimentary businesses that may be made available to us from time-to-time. We believe that as of September 30, 2021, our cash position and cash flows from our fiscal 2022 operations will be sufficient to fund our working capital and planned strategic activities for at least the next twelve months.

Any potential future sale of equity or debt securities may result in dilution to our stockholders, and we cannot be certain that additional public or private financing will be available in amounts or on terms acceptable to us, or at all. If we are required to raise additional financing, but are unable to obtain such financing, we may be required to delay, reduce the scope of, or eliminate one or more aspects of our operations or business development activities.

The recently declared pandemic related to the coronavirus could adversely impact our liquidity and capital resources, especially if our customers are negatively impacted by the decrease in economic activity caused by the virus. If our customers fail to reach budgeted revenue projections and reduce their expenditures proportionally, we could experience lower than expected growth in revenue or lower overall revenue. We could also experience delays or declines in revenue and new business and or implementations of marketing campaigns if customers or potential customers delay or cancel their plans due to the economic slowdown caused by the virus. Additionally, our operations could be impacted, and we could experience higher costs if, despite our mitigation and prevention efforts, the virus spread prevents affected employees from performing key duties.

Off Balance Sheet Arrangements

As of September 30, 2021, we did not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our financial condition, results of operations, liquidity, capital expenditures or capital resources.

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