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 period ended September 30, 2010
[ ] 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: 333-161699
PMX COMMUNITIES, INC.
(Exact name of Registrant as specified in its charter)
Nevada 80-0433114
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification Number)
7777 West Glades Road, Suite 100
Boca Raton, FL 33434 (561) 210-5349
(Address of Principal Executive Offices)(Registrant's telephone number)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities 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 has submitted
electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to
Rule 405 of Regulation S-T (section 232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was
required to submit and post such files).
Yes [ ] No [ ]
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerate filer, or a small
reporting company as defined by Rule 12b-2 of the Exchange Act):
Large accelerated filer [ ] Non-accelerated filer [ ]
Accelerated filer [ ] Smaller reporting company [x]
Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act).
Yes [ ] No [x]
The number of outstanding shares of the registrant's common stock,
November 16, 2010:
Common Stock - 56,350,000
2
PMX COMMUNITIES, INC.
FORM 10-Q
For the quarterly period ended September 30, 2010
INDEX
Page
----
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited) 3
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 23
Item 3. Quantitative and Qualitative Disclosure About
Market Risk 25
Item 4. Controls and Procedures 25
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 27
Item 1A. Risk Factors 27
Item 2. Unregistered Sales of Equity Securities and Use
of Proceeds 27
Item 3. Defaults upon Senior Securities 27
Item 4. (Removed and Reserved) 27
Item 5. Other Information 27
Item 6. Exhibits 27
SIGNATURES
3
PMX Communities, Inc.
(Formerly Merge II, Inc.)
(A Development Stage Company)
Consolidated Balance Sheets
September 30, December 31,
2010 2009
------- -----------
(Unaudited) Audited
Assets
Current assets
Cash and cash equivalents $ 74,842 $ 212
Prepaid expenses 1,000 -
Security deposits 939 600
Other Deposits 13,209 -
-------- --------
Total current assets 89,990 812
Fixed assets
Property and equipment, net 1,564 1,847
Other assets
License with related party, net 3,833 4,583
-------- --------
Total assets $ 95,387 $ 7,242
======== ========
Liabilities and Stockholders' Deficit
Current liabilities
Accounts Payable $ 11,682 $ 5,960
Accrued expenses 1,390 4,960
Notes payable, includes related party
notes of $123,117 at 9/30/10 and
$101,764 at 12/31/09 204,756 127,647
-------- --------
Total current liabilities 217,828 138,567
Commitments & Contingencies - -
Stockholders' deficit
Common stock, $.0001 par value;
authorized 100,000,000
shares; issued and outstanding
56,350,000 shares, (adjusted for
forward split) 5,635 5,360
Additional paid-in capital 83,125 (20,725)
Deficit accumulated during the
development stage (211,201) (115,960)
-------- --------
Total stockholders' deficit (122,441) (131,325)
-------- --------
Total liabilities and stockholders'
deficit $ 95,387 $ 7,242
======== ========
See accompanying notes to unaudited financial statements.
4
PMX Communities, Inc.
(Formerly Merge II, Inc.)
(A Development Stage Company)
Consolidated Statement of Operations
For the Three and Nine Months Ended September 30, 2010 and 2009 and
period from December 29, 2004 (inception) through September 30, 2010
(Unaudited)
Three Months ended Nine Months ended December 29, 2004
September 30, September 30, (inception) through
2010 2009 2010 2009 Sept. 30, 2010
---- ---- ---- ---- ------------------
Net sales $ - $ - $ - $ - $ -
Cost of sales - - - - -
-------- -------- -------- -------- ---------
Gross profit - - - - -
Costs and expenses:
Amortization 250 167 750 167 1,167
Depreciation 95 63 284 63 442
Selling, general and
administrative expenses 58,149 25,850 84,598 99,650 197,336
-------- -------- -------- -------- ---------
58,494 26,080 85,632 99,880 198,945
-------- -------- -------- -------- ---------
Loss from operations (58,494) (26,080) (85,632) (99,880) (198,945)
Other income - - - 5,000 5,000
Interest expense (4,129) (2,169) (9,609) (5,101) (17,256)
-------- -------- -------- -------- ---------
Loss before income taxes (62,623) (28,249) (95,241) (99,981) (211,201)
Income taxes - - - - -
-------- -------- -------- -------- ---------
Net loss $(62,623) $(28,249) $(95,241) $(99,981) $(211,201)
======== ======== ======== ======== =========
Basic net loss per share $ (0.00) $ (0.00) $ (0.00) $ (0.00)
======== ======== ======== ========
Weighted average shares
outstanding
Basic 54,885,326 53,600,000 54,033,150 47,636,996
========== ========== ========== ==========
See accompanying notes to unaudited financial statements.
5
PMX Communities, Inc.
(Formerly Merge II, Inc.)
(A Development Stage Company)
Consolidated Statement of Cash Flows
For the Nine Months Ended September 30, 2010 and 2009 and
period from December 29, 2004 (inception) through September 30, 2010
(Unaudited)
Nine Months ended December 29, 2004
September 30, (inception) through
2010 2009 September 30, 2010
---- ---- ------------------
Cash flows from operating activities
Net loss $(95,241) $(99,981) $(211,201)
Adjustments to reconcile net (loss)
to net cash provided by (used in)
operating activities:
Issuance of common stock for services - 610 610
Conversion of notes payable - (5,000) (5,000)
Depreciation 283 63 441
Amortization 750 167 1,167
Change in assets and liabilities
Deposit (339) (600) (939)
Prepaid expenses (1,000) - (1,000)
Accounts Payable 5,722 2,000 11,682
Accrued expenses (3,570) 1,500 1,390
-------- -------- ---------
Net cash used in operating activities (93,395) (101,241) (202,850)
-------- -------- ---------
Cash flows from investing activities
Purchase of property and equipment - (2,005) (2,005)
Purchase of license - (5,000) (5,000)
Deposit of investing agreement (13,209) - (13,209)
Deposit of lease agreement - (25,000) (25,000)
-------- -------- ---------
Net cash used in operating activities (13,209) (32,005) (45,214)
-------- -------- ---------
Cash flows from financing activities
Proceeds from notes payable 67,500 150,000 217,500
Increase in accrued interest 9,609 5,101 27,356
Cash contribution of operating
expenses - - 2,000
Common stock issued for cash, net
of costs 104,125 (13,250) 86,150
-------- -------- ---------
Net cash provided by financing
activities 181,234 141,851 322,906
-------- -------- ---------
Net increase in cash and cash
equivalents 74,630 8,605 74,842
Cash and cash equivalents, beginning of
fiscal year 212 - -
-------- -------- ---------
6
Cash and cash equivalents, end of
period $ 74,842 $ 8,605 $ 74,842
======== ======== =========
Supplementary information:
Cash paid for:
Interest $ - $ - $ -
======== ======== =========
Income taxes $ - $ - $ -
======== ======== =========
Assignment of lease agreement as
payment for notes payable $ - $ 30,000 $ 30,000
======== ======== =========
See accompanying notes to unaudited financial statements.
7
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1 - DESCRIPTION OF BUSINESS AND DEVELOPMENT STAGE RISK
PMX Communities, Inc. (formerly Merge II, Inc) (The Company) was
organized under the laws of the State of Nevada. The Company was
incorporated under the name Merge II, Inc. on December 29, 2004 in the
State of Nevada. The Company's year end is December 31. We operate from
our office at West Boca Executive Suites, 7777 West Glades Road., Suite
100, Boca Raton, FL 33434.
On February 10, 2009, by Unanimous Written Consent, the Board of
Directors authorized an amendment to its Certificate of Incorporation
(the Certificate) to change the name of the corporation to PMX
Communities, Inc. and to adopt a new business plan for the development
of several social networking platforms and portals targeting certain
performance based sectors of the economy. The Company also authorized
an amendment to amend the articles of incorporation from 25,000,000 to
100,000,000 common shares authorized. The amendments were filed on
September 30, 2009.
On September 28, 2010, the Company formed PMX Gold, LLC, a Florida
limited liability company as a wholly owned subsidiary of the Company
to assist with evaluating and pursuing opportunities within the Gold
Mining and Retail Gold Sales Industries.
The Company has not earned any revenue from operations. Accordingly,
the Company's activities have been accounted for as those of a
"Development Stage Enterprise" as set forth in Accounting Standards
Codification ("ASC") 915 "Development Stage Entities", which was
previously Financial Accounting Standards Board Statement No. 7 ("SFAS
7"). Among the disclosures required by SFAS 7 are that the Company's
financial statements be identified as those of a development stage
company, and that the statements of operations, stockholders'
equity/(deficit) and cash flows disclose activity since the date of the
Company's inception.
The Company is in the developmental stage and currently has online
portals in different stages of development. PMX intends to maintain
its interests in social networking and online communities and use these
footprints to develop various opportunities from these targeted
performance based sectors beginning with the Gold Mining and Retail
Gold Sales Industries.
Since its inception the Company has had no significant business
activity, the Company has been dependent upon the receipt of capital
investment to fund its continuing activities. In addition to the normal
risks associated with a new business venture, there can be no assurance
that the Company's business plan will be successfully executed. Our
8
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1 - DESCRIPTION OF BUSINESS AND DEVELOPMENT STAGE RISK (Continued)
ability to execute our business model will depend on our ability to
obtain additional financing and achieve a profitable level of
operations. There can be no assurance that sufficient financing will be
obtained, or can we give any assurance that we will generate
substantial revenues or that our business operations will prove to be
profitable.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation and Going Concern
The unaudited financial statements included in this report have been
prepared by the Company pursuant to the rules and regulations of the
Securities and Exchange Commission for interim reporting and include
all adjustments (consisting only of normal recurring adjustments) that
are, in the opinion of management, necessary for a fair presentation.
These financial statements have not been audited.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been omitted pursuant to such rules and
regulations for interim reporting. The Company believes that the
disclosures contained herein are adequate to make the information
presented not misleading. However, these financial statements should be
read in conjunction with the audited financial statements and notes
thereto included in the Company's Annual Report for the year ended
December 31, 2009, which is included in the Company's Form 10-K for the
year ended December 31, 2009. The financial data for the interim
periods presented may not necessarily reflect the results to be
anticipated for the complete year ended December 31, 2010.
The accompanying financial statements and notes are prepared in
accordance with accounting principles generally accepted in the United
States of America.
The accompanying financial statements were prepared assuming that the
Company will continue as a going concern. This basis of accounting
contemplates the recovery of the Company's assets and the satisfaction
of its liabilities in the normal course of operations.
The Company's independent accountants issued a "going concern" opinion
on the Company's December 31, 2009 financial statements, since the
Company has experienced losses from operations in 2009 and 2008. This
matter raises substantial doubt about the Company's ability to continue
as a going concern
9
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
A summary of the significant accounting policies consistently applied
in the preparation of the accompanying financial statements is as
follows:
Cash and Cash equivalents
The Company considers all highly liquid debt instruments with original
maturities of three months or less to be cash equivalents. The Company
has no cash equivalents.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.
Equipment
Equipment is stated at cost, less accumulated depreciation.
Depreciation is provided using the straight-line method over the
estimated useful life of five years for equipment and seven years for
furniture and fixtures. Components of property and equipment are as
follows:
Sept. 30, 2010 December 31, 2009
------------- -----------------
Office Equipment $1,600 $1,600
Office Furniture and Fixtures 405 405
Less: Accumulated Depreciation (441) (158)
------ ------
Property and Equipment, net $1,564 $1,847
====== ======
Common Stock, Common Stock Options
The Company uses the fair value recognition provision of ASC 718,
"Compensation-Stock Compensation," which requires the Company to
expense the cost of employee services received in exchange for an award
of equity instruments based on the grant date fair value of such
instruments. The Company uses the Black-Scholes option pricing model to
calculate the fair value of any equity instruments on the grant date.
The Company also uses the provisions of ASC 505-50, "Equity Based
Payments to Non-Employees," to account for stock-based compensation
awards issued to non-employees for services. Such awards for services
are recorded at either the fair value of the services rendered or the
instruments issued in exchange for such services, whichever is more
readily determinable, using the measurement date guidelines enumerated
in ASC 505-50.
10
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
For the three and nine month periods ended September 30, 2010 and 2009,
the Company recorded stock-based compensation expense of $0 and $0
respectively.
Income Taxes
Under the asset and liability method prescribed under ASC 740, Income
Taxes, The Company uses the liability method of accounting for income
taxes. The liability method measures deferred income taxes by applying
enacted statutory rates in effect at the balance sheet date to the
differences between the tax basis of assets and liabilities and their
reported amounts on the financial statements. The resulting deferred
tax assets or liabilities are adjusted to reflect changes in tax laws
as they occur. A valuation allowance is provided when it is more
likely than not that a deferred tax asset will not be realized.
The Company recognizes the financial statement benefit of an uncertain
tax position only after considering the probability that a tax
authority would sustain the position in an examination. For tax
positions meeting a "more-likely-than-not" threshold, the amount
recognized in the financial statements is the benefit expected to be
realized upon settlement with the tax authority. For tax positions not
meeting the threshold, no financial statement benefit is recognized.
As of September 30, 2010, the Company has had no uncertain tax
positions. The Company recognizes interest and penalties, if any,
related to uncertain tax positions as general and administrative
expenses. The Company currently has no federal or state tax
examinations nor has it had any federal or state examinations since its
inception. All of the Company's tax years are subject to federal and
state tax examination.
Revenue Recognition
The Company will recognize revenue when:
- Persuasive evidence of an arrangement exists;
- Shipment has occurred;
- Price is fixed or determinable; and
- Collectability is reasonably assured
The Company closely follows the provisions of ASC 605, Revenue
Recognition, which includes the guidelines of Staff Accounting Bulletin
No. 104 as described above. For the three and nine month periods ended
September 30, 2010 and 2009 and the period from December 29, 2004
(inception) through September 30, 2010 the Company has no revenues.
Income (loss) Per Common Share
Basic income (loss) per share is calculated using the weighted-average
number of common shares outstanding during each reporting period.
Diluted loss per share includes potentially dilutive securities such as
11
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
outstanding options and warrants, using various methods such as the
treasury stock or modified treasury stock method in the determination
of dilutive shares outstanding during each reporting period. Common
equivalent shares are excluded from the computation of net loss per
share since their effect is anti-dilutive.
For the net-loss periods ended September 30, 2010 and 2009, we excluded
any effect of the 1,000,000 and 0, outstanding options, respectively,
as their effect would be anti-dilutive.
Fair value of Financial Instruments
The Company adopted ASC topic 820, "Fair Value Measurements and
Disclosures" (ASC 820), formerly SFAS No. 157 "Fair Value
Measurements," effective January 1, 2009. ASC 820 defines "fair value"
as the price that would be received for an asset or paid to transfer a
liability (an exit price) in the principal or most advantageous market
for the asset or liability in an orderly transaction between market
participants on the measurement date. There was no impact relating to
the adoption of ASC 820 to the Company's financial statements.
ASC 820 also describes three levels of inputs that may be used to
measure fair value:
- Level 1: Observable inputs that reflect unadjusted quoted prices
for identical assets or liabilities traded in active markets.
- Level 2: Inputs other than quoted prices included within Level 1
that are observable for the asset or liability, either directly or
indirectly.
- Level 3: Inputs that are generally unobservable. These inputs may
be used with internally developed methodologies that result in
management's best estimate of fair value.
Financial instruments consist principally of cash, prepaid expenses,
accounts payable, and accrued liabilities. The carrying amounts of such
financial instruments in the accompanying balance sheets approximate
their fair values due to their relatively short-term nature. It is
management's opinion that the Company is not exposed to any significant
currency or credit risks arising from these financial instruments.
Reclassifications
Certain prior period balances have been reclassified to conform to the
current year's presentation. These reclassifications had no impact on
previously reported results of operations or stockholders' equity.
12
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Business Segments
The Company operates in one segment and therefore segment information
is not presented.
Recent Authoritative Accounting Pronouncements
The Company has adopted all recently issued accounting pronouncements.
The adoption of the accounting pronouncements, including those not yet
effective, is not anticipated to have a material effect on the
financial position or results of operations of the Company.
NOTE 3 - DEPOSIT
On September 2, 2010, the Company entered into a preliminary agreement
with Ex Oriente Lux establishing an initial agency relationship for the
purpose of developing proposals for licensing and franchise agreements
for the GOLD to go(r) vending machine and to conduct exclusive test
marketing of the vending machine in the state of Florida. Subsequent to
the signing of the agreement, the Company paid a non-refundable deposit
of 10,000 Euros ($13,208.93US) to EOL to be applied to the first
vending machine(s) to be ordered by the Company. The Company is
currently in final negotiations regarding the EOL test marketing and
licensing agreement.
NOTE 4 - ACCRUED EXPENSES
Accrued liabilities represent expenses that apply to the reported
period and have not been billed by the provider or paid by the Company.
Accrued liabilities consisted of the following:
Sept. 30, 2010 December 31, 2009
------------- -----------------
Accrued Professional fees $ 1,390 $ 4,960
------- -------
$ 1,390 $ 4,960
======= =======
NOTE 5 - NOTES PAYABLE
During the year December 31, 2009, the Company entered into promissory
notes with six investors who are also shareholders of the company for
the principal sum of one hundred and twenty five thousand dollars
($125,000). The entire principal amount with eight percent (8%)
interest per annum shall become due and payable two years (720 days)
from date of issue. In the event that the Company elects to prepay
these notes the Company will be obligated to pay a minimum of one (1)
years interest to the holder of these notes. At the option of the
13
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 5 - NOTES PAYABLE (continued)
holder, any prepayment of principal plus interest may be in the form of
cash or common stock of the Company at a discounted price of fifty
(50%) percent of the average closing bid of the stock on the preceding
30 days of trading.
If the Company does not prepay the notes in its entirety, the holder
will have the option to convert the debt due from these notes into
common stock of the Company according to the following schedule and
terms: i) after 180 days the holder may elect to convert 25% of the
principal plus accrued interest into common stock of the Company at a
discounted price of fifty (50%) percent of the average closing bid of
the stock on the preceding 30 days of trading. If at the 180 day
anniversary of the notes the Company is not trading on an exchange, the
first conversion window will extend until such time as the Company is
trading on an exchange. ii) after 360 days the holder may elect to
convert 50% of the principal plus accrued interest into common stock of
the Company at a discounted price of fifty (50%) percent of the average
closing bid of the stock on the preceding 30 days of trading. If at the
360 day anniversary of the notes the Company is not trading on an
exchange, the first conversion window will extend until such time as
the Company is trading on an exchange. iii) after 540 days the holder
may elect to convert 75% of the principal plus accrued interest into
common stock of the Company at a discounted price of fifty (50%)
percent of the average closing bid of the stock on the preceding 30
days of trading. If at the 540 day anniversary of the notes the Company
is not trading on an exchange, the first conversion window will extend
until such time as the Company is trading on an exchange. iv) after 720
days the holder may elect to convert any remaining principal plus
accrued interest into common stock of the Company at a discounted price
of fifty (50%) percent of the average closing bid of the stock on the
preceding 30 days of trading.
On June 28, 2009, the Company entered into an assignment and lease
assumption with AU Spectators, LLC. (AU). On February 14, 2009 the
Company had entered into a Lease Purchase Option Agreement with Western
Sierra Mining Corporation, for which the Company paid to Western Sierra
Mining Corporation a deposit of twenty-five thousand ($25,000) dollars.
Under the agreement with AU, the Company agrees to assign all rights
and obligations of the Company arising after the date hereof under the
lease pursuant to the terms and conditions hereof; and each of the
members of AU have extended loans to the Company represented by
promissory notes. In consideration for the agreement, each of the
members of AU have agreed to collectively forgive the repayment of the
sum of thirty-thousand ($30,000) dollars of the notes. The assignment
14
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 5 - NOTES PAYABLE (continued)
and assumption shall be effective and operative as of June 30, 2009.
The Company has recognized five thousand ($5,000) in income on the gain
on this transaction.
On August 25, 2009, the Company entered into a promissory note with one
investor for the principal sum of twenty five thousand dollars
($25,000). The entire principal amount with ten percent (10%) interest
per annum shall become due and payable two years (720 days) from date
of issue. In the event that the Company elects to prepay this note the
Company will be obligated to pay a minimum of six months interest to
the holder of this note.
On February 5, 2010, the Company entered into promissory notes with two
investors who are also shareholders of the company for the principal
sum of three thousand dollars ($3,000). The entire principal amount
with ten percent (10%) interest per annum shall become due and payable
one year (360 days) from date of issue. In the event that the Company
elects to prepay this note the Company will be obligated to pay a
minimum of six months interest to the holder of this note.
On March 12, 2010, the Company entered into a promissory note with one
investor who is also a shareholder of the company for the principal sum
of five thousand dollars ($5,000). The entire principal amount with ten
percent (10%) interest per annum shall become due and payable two years
(720 days) from date of issue. In the event that the Company elects to
prepay this note the Company will be obligated to pay a minimum of six
months interest to the holder of this note.
On April 30, 2010, the Company entered into a promissory note with one
investor for the principal sum of five thousand dollars ($5,000). The
entire principal amount with ten percent (10%) interest per annum shall
become due and payable two years (720 days) from date of issue. In the
event that the Company elects to prepay this note the Company will be
obligated to pay a minimum of six months interest to the holder of this
note.
On May 28, 2010, the Company entered into a promissory note with one
investor for the principal sum of five thousand dollars ($10,000). The
entire principal amount with ten percent (10%) interest per annum shall
become due and payable two years (720 days) from date of issue. In the
event that the Company elects to prepay this note the Company will be
obligated to pay a minimum of six months interest to the holder of this
note.
On June 9, 2010, the Company entered into a promissory note with one
investor who is also a shareholder of the company for the principal sum
of five thousand dollars ($5,000). The entire principal amount with ten
15
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 5 - NOTES PAYABLE (continued)
percent (10%) interest per annum shall become due and payable two years
(720 days) from date of issue. In the event that the Company elects to
prepay this note the Company will be obligated to pay a minimum of six
months interest to the holder of this note.
Subsequently on July 1, 2010, the Company entered into a promissory
note with one investor for the principal sum of five thousand dollars
($25,000). The entire principal amount with ten percent (10%) interest
per annum shall become due and payable two years (720 days) from date
of issue. In the event that the Company elects to prepay these notes
the Company will be obligated to pay a minimum of one (1) years
interest to the holder of these notes. At the option of the holder, any
prepayment of principal plus interest may be in the form of cash or
common stock of the Company at a discounted price of fifty (50%)
percent of the average closing bid of the stock on the preceding 30
days of trading.
If the Company does not prepay the notes in its entirety, the holder
will have the option to convert the debt due from these notes into
common stock of the Company according to the following schedule and
terms: i) after 180 days the holder may elect to convert 25% of the
principal plus accrued interest into common stock of the Company at a
discounted price of fifty (50%) percent of the average closing bid of
the stock on the preceding 30 days of trading. If at the 180 day
anniversary of the notes the Company is not trading on an exchange, the
first conversion window will extend until such time as the Company is
trading on an exchange. ii) after 360 days the holder may elect to
convert 50% of the principal plus accrued interest into common stock of
the Company at a discounted price of fifty (50%) percent of the average
closing bid of the stock on the preceding 30 days of trading. If at the
360 day anniversary of the notes the Company is not trading on an
exchange, the first conversion window will extend until such time as
the Company is trading on an exchange. iii) after 540 days the holder
may elect to convert 75% of the principal plus accrued interest into
common stock of the Company at a discounted price of fifty (50%)
percent of the average closing bid of the stock on the preceding 30
days of trading. If at the 540 day anniversary of the notes the Company
is not trading on an exchange, the first conversion window will extend
until such time as the Company is trading on an exchange. iv) after 720
days the holder may elect to convert any remaining principal plus
accrued interest into common stock of the Company at a discounted price
of fifty (50%) percent of the average closing bid of the stock on the
preceding 30 days of trading.
16
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 5 - NOTES PAYABLE (continued)
On July 13, 2010, The Company entered into a promissory note with one
investor who is also a shareholder of the company for the principal sum
of two thousand dollars ($2,000). The entire principal amount with ten
percent (10%) interest per annum shall become due and payable two years
(720 days) from date of issue. In the event that the Company elects to
prepay this note the Company will be obligated to pay a minimum of six
months interest to the holder of this note.
On July 13, 2010, The Company entered into a promissory note with one
investor for the principal sum of two thousand five hundred dollars
($2,500). The entire principal amount with ten percent (10%) interest
per annum shall become due and payable two years (720 days) from date
of issue. In the event that the Company elects to prepay this note the
Company will be obligated to pay a minimum of six months interest to
the holder of this note.
On August 5, 2010, The Company entered into a promissory note with one
investor for the principal sum of ten thousand dollars ($10,000). The
entire principal amount with ten percent (10%) interest per annum shall
become due and payable two years (720 days) from date of issue. In the
event that the Company elects to prepay this note the Company will be
obligated to pay a minimum of six months interest to the holder of this
note.
At September 30, 2010, the Company has accrued interest on the notes of
$17,256.
Promissory notes payable consists of the following:
Sept. 30, 2010 December 31, 2009
-------------- -----------------
Principal contributed $217,500 $150,000
Add: Accrued interest 17,256 7,647
Less: Repayment under lease assumption (30,000) (30,000)
-------- --------
Balance: $204,756 $127,647
-------- --------
NOTE 6 - EQUITY TRANSACTIONS
Common Stock
During the year ended December 31, 2004, the Company issued 1,000,000
shares of common stock (40,000,000 shares post split) to founding
shareholders at $.000275 per share, for cash of $275.
17
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 6 - EQUITY TRANSACTIONS (Continued)
On February 1, 2009 the Company approved a 40 to 1 forward split on the
common shares.
On February 10, 2009 the Company amended the articles of incorporation
to increase the number of authorized shares from 25,000,000 shares at
$.0001 to 100,000,000 shares ay $.0001.
During the year ended December 31, 2009 the Company issued 5,000,000
shares of common stock for services rendered at a value of $500.
During the year ended December 31, 2009 the Company issued 100,000
shares of common stock for services rendered at a value of $10.
During the year ended December 31, 2009, the Company issued 1,000,000
shares of common stock to a director for services rendered at a value
of $100.
During the year ended December 31, 2009, the Company commenced an
offering for sale to "accredited investors" (as defined by Regulation D
under the Securities Act of 1933, as amended) of its Common Stock at a
price of $.0001 per share. The Company is offering the Common Stock
through its officers, directors, and employees without commission. The
Company issued 7,500,000 shares of common stock at $.0001 per share,
for a total of $750.
During the year ended December 31, 2009 the Company incurred costs to
file its registration statement of $19,000. During the six months ended
June 30, 2010, the Company received a credit of ($1,000). These costs
are offset against additional paid in capital.
On February 23, 2010, we entered into an agreement pursuant to which we
issued stock options to purchase 1,000,000 common shares to Mr.
McCauley, a director at $.25 per common share
On August 18, 2010, the registrant sold 2,750,000 restricted common
shares to ALEH Investments, LLC, a sophisticated investor at $.0375 per
common share for a total of $103,125. The registrant granted the
investor piggyback registration rights whereby the registrant will
include the investor's common shares in any public offering the
registrant conducts. The registrant will bear all costs of the
registration of investor's common shares.
18
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 7 - RELATED PARTY
On February 23, 2010, Dennis Carrasquillo, an officer and director
resigned for personal reasons and sold 33,000,000 common shares to
Michael C. Hiler, an officer and director of PMX Communities for $.001
per common share.
Agreement with OTC Business Solutions. On February 1, 2009, The
Company entered into a consulting agreement with OTC Business
Solutions, then an unaffiliated company. As of February 23, 2010,
Michael C. Hiler, its owner, became an officer and director of PMX
Communities. The consultant provides consulting services related to
the management and organization of the company, their financial
policies, the terms and conditions of employment and generally any
matter arising out of the business affairs of the company.
The consulting agreement will terminate on December 31, 2011.
The consultant was issued 5,000,000 common shares for services rendered
and to be rendered to PMX Communities. Additionally, the consultant
shall receive $60,000. To date, $60,000 cash has been paid to the
consultant.
On February 23, 2010, OTC Business Solutions sold 4,000,000 common
shares to two non-affiliates for consideration of $.25 per common
share.
Agreement with Invisosoft. Invisosoft is a software developer of a
proprietary and copyrighted audio video software product known as
Invisosoft Live Communicator Suite that enables VOIP/Audiovisual
conferencing. On June 23, 2009, PMX Communities acquired an initial
100 Activation Seats of the Invisosoft Live Communicator Suite
Software. The seats were acquired for $50 per seat. The term of the
agreement is for five years. Dennis Carrasquillo, a former officer and
director of PMX Communities, Inc. has been vice president of
Invisosoft, Inc. since 2005. For the first two years, PMX Communities
shall have the right to increase the number of activator seats at
anytime via a one time payment of $50 per seat up to a maximum of one
hundred thousand seats.
Management is of the opinion that the material terms of the agreement
with Invisosoft are favorable compared to the material terms of a
similar agreement had PMX Communities entered into it with an unrelated
third-party.
From inception through August 10, 2009, our administrative functions
were operated from the home of our former president. We did not pay
our president for use of such space.
19
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 7 - RELATED PARTY (continued)
During the year ended December 31, 2009, the Company entered into
promissory notes with six investors who are also shareholders of the
company for the principal sum of one hundred and twenty five thousand
dollars ($125,000) (Note 5).
During the nine month period ended September 30, 2010, the Company
entered into promissory notes with three investors who are also
shareholders of the company for the principal sum of thirteen thousand
dollars ($15,000) (Note 5).
On February 23, 2010, we entered into an agreement pursuant to which we
issued stock options to purchase 1,000,000 common shares to Mr.
McCauley, a director at $.25 per common share.
NOTE 8 - INCOME TAXES
For income tax purposes, the Company has elected to capitalize start-up
costs incurred during the period from December 29, 2004 (inception)
through September 30, 2010 totaling $148,578. The start-up costs are
being amortized over sixty months beginning in the year of initial
operations.
NOTE 9 - CONCENTRATION OF CREDIT RISK
Financial instruments that potentially subject the Company to
concentrations of credit risk consist principally of cash deposits.
Accounts at each institution are insured by the Federal Deposit
Insurance Corporation (FDIC) up to $250,000. At September 30, 2010 and
December 31, 2009, the Company had no amounts in excess of FDIC insured
limit. While the Company periodically evaluates the credit quality of
the financial institutions in which it holds deposits, it cannot
reasonably alleviate the risk associated with the sudden possible
failures of such institutions.
NOTE 10- NET LOSS PER SHARE
Basic loss per common share has been calculated based on the weighted
average number of shares outstanding during the period after giving
retroactive effect to stock splits. There are no dilutive securities at
September 30, 2010 and 2009 for purposes of computing fully diluted
earnings per share.
20
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 10 - NET LOSS PER SHARE (continued)
The following reconciles amounts reported in the financial statements:
Nine Month Period ended Six Month Period ended
Sept. 30, 2010 Sept. 30, 2009
---------------------- ----------------------
Net loss ($95,241) ($99,981)
======== ========
Denominator for basic
loss per share - -
Basic Weighted average
shares 54,033,150 47,636,996
Basic loss per common
share $ (.00) $ (.00)
========== ==========
NOTE 11 - MANAGEMENT PLAN
On August 18, 2010, PMX entered into a Financing Agreement whereby
Goldex Capital Resources was issued a right of first refusal to invest
$1,000,000 in Project(s) which may be undertaken and funded in special
purpose entities to be organized by PMX ("SPE(s)"). Goldex will not
receive any debt or equity in PMX in exchange for the financing, but
has agreed to fund 2/3 of the initial capital requirements of the
Project(s) in exchange for an initial 1/3 participation interest in
each project (subject to a case-by-case basis project acceptance by
Goldex).
On September 2, 2010, the Company entered into a preliminary agreement
with Ex Oriente Lux establishing an initial agency relationship for the
purpose of developing proposals for licensing and franchise agreements
for the GOLD to go(r) vending machine and to conduct exclusive test
marketing of the vending machine in the state of Florida. The GOLD to
go(r) ATM vending machine is an unmanned point of sale unit that
dispenses various gold bullion products based on constantly updated
real time market pricing information.
Subsequent to the signing of the agreement, the Company paid a non-
refundable deposit of 10,000 Euros ($13,208.93US) to EOL to be applied
to the first vending machine(s) to be ordered by the Company. The
Company is currently in final negotiations regarding the EOL test
marketing and licensing agreement (Note 3).
21
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 11 - MANAGEMENT PLAN (Continued)
Additionally, on September 28, 2010, the Board authorized the President
to enter into initial contracts to buy and sell mineral leases and
properties, and establish joint venture agreements, marketing
agreements or any related business transaction as it applies to the
development of opportunities within the precious metals mining
industries. Authorization was also given to the President to form
subsidiaries to assist with the development of opportunities within the
gold market without prior board approval.
On September 28, 2010, the Company formed PMX Gold, LLC, a Florida
limited liability company as a wholly owned subsidiary of the Company
to assist with evaluating and pursuing opportunities within the Gold
Mining and Retail Gold Sales Industries.
On October 5, 2010 Goldex Capital Resources exercised its first option
for Project Participation pursuant to the below referenced Financing
Agreement with Goldex Capital Resources (Note 13), by agreeing to
contribute an initial $60,000.00 to PMX Gold ATM (a to-be-formed
Florida LLC) for project development and on October 11, 2010 the
company formed the first SPE subsidiary "PMX Gold ATM" (ATM) and
assigned its rights in the EOL/Gold-to go contract to ATM.
However, subsequent to this agreement, on November 15, 2010 both
parties mutually agreed to rescind the agreement, and the rights in the
EOL/Gold-to go contract reverted back to PMX. PMX Gold, LLC will
maintain the registrant's ownership in PMX Gold ATM, and manage PMX
Gold ATM on behalf of the members.
Our internal and external sources of liquidity have included proceeds
raised from subscription agreements and private placements and advances
from related parties. We are currently not aware of any trends that
are reasonably likely to have a material impact on our liquidity. We
are attempting to increase the sales to raise much needed cash for the
remainder of the year, which will be supplemented by our efforts to
raise cash through the issuance of equities securities. It is our
intent to secure a market share in the social networking industry
through advertising revenue which we feel will require additional
capital over the long term to undertake sales and marketing
initiatives, further our research and development, and to manage timing
differences in cash flows from the time product is manufactured to the
time it is sold and cash is collected from the sale. Our capital
strategy is to increase our cash balance through financing
transactions, including the issuance of debt and/or equity securities.
The Company intends to raise additional working capital through private
placements, public offerings and/or bank financing. There are no
assurances that The Company will be able to either
22
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 11 - MANAGEMENT PLAN (Continued)
- achieve a level of revenues adequate to generate sufficient cash
flow from operations; or
- obtain additional financing through either private placements,
public offerings and/or bank financing necessary to support The Company
working capital requirements.
To the extent that funds generated from operations and any private
placements, public offerings and/or bank financing are insufficient,
The Company will have to raise additional working capital. No
assurance can be given that additional financing will be available, or
if available, will be on terms acceptable to The Company
NOTE 12 - GOING CONCERN
As reflected in the accompanying financial statements, the Company had
a net loss for the nine month period ended September 30, 2010 of
$95,241, and a deficit accumulated from inception to September 30, 2010
of $211,201. At September 30, 2010, the Company has no operating
revenues. The ability of the Company to continue as a going concern is
dependent on the Company's ability to further implement its business
plan and raise capital. The financial statements do not include any
adjustments that might be necessary if the Company is unable to
continue as a going concern.
The Company is currently a development stage company and its continued
existence is dependent upon the Company's ability to resolve its
liquidity problems, principally by obtaining additional debt financing
and/or equity capital. The Company has yet to generate a significant
internal cash flow, and until sales of products commence, the Company
is highly dependent upon debt and equity funding, should continuing
debt and equity funding requirements not be met the Company's
operations may cease to exist.
NOTE 13 - SUBSEQUENT EVENTS
We evaluated subsequent events through the date and time our financial
statements were issued.
On October 5, 2010, Goldex Capital exercised its first option for
project participation by agreeing to contribute an initial $60,000
capital contribution in PMX Gold ATM to be formed as a Florida LLC, for
the development of certain business opportunities, licenses and
distribution rights relative to the GOLD to go(r) vending machine
contract with Ex Oriente Lux.
23
PMX COMMUNITIES, INC.
(FORMERLY MERGE II, INC.)
(A DEVELOPMENT STAGE COMPANY)
September 30, 2010 and 2009
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 13 - SUBSEQUENT EVENTS (Continued)
On October 11, 2010, the Company formed the above described subsidiary,
PMX Gold ATM, LLC, a Florida limited liability company. The Company
assigned its rights in the EOL/Gold-to go contract to the subsidiary.
Goldex Capital holds a 300 unit membership interest in the subsidiary
and the Company holds a 600 unit membership interest in PMX Gold ATM
through its wholly owned PMX Gold, LLC operating subsidiary.
Subsequent to this agreement, on November 15, 2010 both parties
mutually agreed to rescind the agreement, and the rights in the
EOL/Gold-to go contract reverted back to PMX. PMX Gold, LLC will
maintain the registrant's ownership in PMX Gold ATM, and manage PMX
Gold ATM on behalf of the members.
24
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
FORWARD LOOKING INFORMATION
The following discussion and analysis of the Company's financial
condition and results of operations should be read with the condensed
financial statements and related notes contained in this quarterly
report on Form 10-Q. All statements other than statements of historical
fact included in this Form 10-Q are, or may be deemed to be, forward-
looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
These statements involve known and unknown risks, uncertainties and
other factors that may cause the Company's actual results, levels of
activity, performance or achievements to be materially different than
any expressed or implied by these forward-looking statements. In some
cases, you can identify forward-looking statements by terminology such
as "may," "will," "should," "expects," "plans," "anticipates,"
"believes," "estimates," "predicts," "potential," "continue," or the
negative of these terms or other comparable terminology. Important
factors that could cause actual results to differ materially from those
discussed in such forward-looking statements include: 1. General
economic factors including, but not limited to, changes in interest
rates and trends in disposable income; 2. Information and technological
advances; 3. Cost of products sold; 4. Competition; and 5. Success of
marketing, advertising and promotional campaigns. The Company is
subject to specific risks and uncertainties related to its business
model, strategies, markets and legal and regulatory environment. You
should carefully review the risks described in this Form 10-Q and in
other documents the Company files from time to time with the SEC. You
are cautioned not to place undue reliance on the forward-looking
statements, which speak only as of the date of this Form 10-Q. The
Company undertakes no obligation to publicly release any revisions to
the forward-looking statements to reflect events or circumstances after
the date of this document.
Business
Results of Operations for the three months ended September 30, 2010 and
2009
For the three months ended September 30, 2010, we did not receive any
revenue. Selling, general and administrative expenses were $58,149 and
consisted of primarily of accounting fees of $1,370, rent expenses of
$2,667, wage expenses of $26,230, consulting fees of $22,500 for the
hiring of an outside consultant to facilitate new business ventures and
other miscellaneous expenses of $5,382.
Comparatively, for the three months ended September 30, 2009, we did
not receive any revenue. Selling, general and administrative expenses
were $25,850 and consisted of primarily of consulting expense of
$14,500, wage expenses of $4,500, accounting fees of $2,480 and other
miscellaneous expenses of $4,370.
25
Interest expense for the three months ended September 30, 2010 was
$4,129 an increase of $1,960 from interest expense of $2,169 for the
three months ended September 30, 2009. The increase was due to the
interest on the notes payable.
For the three months ended September 30, 2010, we had a net loss of
($62,623) an increase of ($34,374) from net loss for the three months
ended September 30, 2009 of ($28,249) due to the factors above.
Results of Operations for the nine months ended September 30, 2010 and
2009
For the nine months ended September 30, 2010, we did not receive any
revenue. Selling, general and administrative expenses were $84,598 and
consisted of primarily of accounting fees of $4,515, rent expenses of
$6,948, wage expenses of $33,330, consulting fees of $22,500 for the
hiring of an outside consultant to facilitate new business ventures,
stock transfer fee of $10,488 and other miscellaneous expenses of
$6,817.
Comparatively, for the nine months ended September 30, 2009, we did not
receive any revenue. Selling, general and administrative expenses were
$99,650 and consisted of primarily of consulting expense of $59,000,
wage expenses of $21,500, accounting fees of $10,980, stock transfer
fee of $2,010 and other miscellaneous expenses of $6,160.
Interest expense for the nine months ended September 30, 2010 was
$9,609 an increase of $4,508 from interest expense of $5,101 for the
nine months ended September 30, 2009. The increase was due to the
interest on the notes payable.
For the nine months ended September 30, 2010, we had a net loss of
($95,241) a decrease of ($4,650) from net loss for the nine months
ended September 30, 2009 of ($99,981) due to the factors above.
Liquidity and Capital Resources
As at September 30, 2010, we had cash and cash equivalents of $74,842.
For the nine months ended September 30, 2010 Company paid a deposit of
$13,209 on an investment agreement with Ex Orient Lux AG.
Comparatively, the Company paid a deposit of lease agreement of $25,000
for the nine months ended September 30, 2009.
For the nine months ended September 30, 2010, the Company received
proceeds from notes payable of $67,500 and had an increase in accrued
interest of $9,609. Additionally, for the nine months ended September
30, 2010, the Company received a credit for costs incurred to file
registration statement of $1,000 and received proceeds of $103,125 from
the sale of common stock. As a result, the Company had net cash
provided by financing activities of $181,234 for the nine months ended
September 30, 2010.
26
Comparatively, the Company for the nine months ended September 30,
2009, received proceeds from notes payable of $150,000 and had an
increase in accrued interest of $5,101. Additionally, for the nine
months ended September 30, 2009, the Company incurred costs to file
registration statement of $(13,250). As a result, the Company had net
cash provided by financing activities of $141,851 for the nine months
ended September 30, 2009.
Application of Critical Accounting Policies
Management's discussion and analysis of its financial condition and
results of operations is based upon our consolidated financial
statements, which have been prepared in accordance with U.S. generally
accepted accounting principles. The preparation of these financial
statements requires us to make estimates and judgments that affect the
reported amounts of assets, liabilities, revenue and expenses, and
related disclosure of contingent assets and liabilities. On an on-going
basis, we evaluate our estimates, including those related to the
reported amounts of revenues and expenses and the valuation of our
assets and contingencies. We believe our estimates and assumptions to
be reasonable under the circumstances. However, actual results could
differ from those estimates under different assumptions or conditions.
Our financial statements are based on the assumption that we will
continue as a going concern. If we are unable to continue as a going
concern we would experience additional losses from the write-down of
assets.
The Company uses the fair value recognition provision of ASC 718,
"Compensation-Stock Compensation," which requires the Company to
expense the cost of employee services received in exchange for an award
of equity instruments based on the grant date fair value of such
instruments. The Company uses the Black-Scholes option pricing model to
calculate the fair value of any equity instruments on the grant date.
The Company also uses the provisions of ASC 505-50, "Equity Based
Payments to Non-Employees," to account for stock-based compensation
awards issued to non-employees for services. Such awards for services
are recorded at either the fair value of the services rendered or the
instruments issued in exchange for such services, whichever is more
readily determinable, using the measurement date guidelines enumerated
in ASC 505-50.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures.
Under the direction of our principal executive officer and principal
financial officer, we evaluated our disclosure controls and procedures
as of September 30, 2010. Our principal executive officer and
principal financial officer concluded that our disclosure controls and
procedures were effective as of September 30, 2010.
27
Changes in Internal Control over Financial Reporting
There was no change in our internal control over financial reporting
identified in connection with our evaluation that occurred during the
quarter ended September 30, 2010 that has materially affected, or is
reasonably likely to materially affect, our internal control over
financial reporting.
28
Part II. Other Information
Item 1. Legal Proceeding
The Company is not a party to, and its property is not the subject of,
any material pending legal proceedings.
Item 2. Unregistered Sales Of Equity Securities and Use of Proceeds
None
Item 3. Defaults Upon Senior Securities
None
Item 4. (Removed and Reserved)
Item 5. Other Information
None
Item 6. Exhibits
The following documents are filed as a part of this report:
31 Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a)
32 Certification pursuant to 18 U.S.C. Section 1350
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
PMX COMMUNITIES, INC.
/s/: Michael C. Hiler
---------------------
Michael C. Hiler
Chief Executive Officer
and Chief Financial Officer
Dated: November 16, 2010
28