format_10q-063008.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

FORM 10-Q

 
x
 QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2008
 
o
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: 000-52213
Format, Inc.
(Exact name of registrant as specified in its charter)

Nevada
33-0963637
(State or other jurisdiction
of incorporation or organization)
(I.R.S. Employer
Identification No.)

3553 Camino Mira Costa, Suite E, San Clemente, California  92672
(Address of principal executive offices)

949-481-9203
(Issuer’s Telephone Number)
 
Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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.  xYes  oNo

Indicate by check mark whether the registrant is a large accelerated file, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer
o
Accelerated filer
o
Non-accelerated filer (Do not check if a smaller reporting company)
o
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).  xYes  oNo

APPLICABLE ONLY TO CORPORATE ISSUERS
 
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practical date.  As of August 13, 2008, there were 3,770,083 shares of the issuer's $.001 par value common stock issued and outstanding.
 

 
PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements
 
FORMAT, INC.
BALANCE SHEETS
 
    June 30, 2008(unaudited)     December 31, 2007  
             
ASSETS
 
CURRENT ASSETS
           
Cash
  $ 11,706     $ 5,583  
Accounts receivable, net
    24,597       15,235  
Loan receivable, net
    -       -  
Security deposit
    1,200       1,200  
Prepaid expenses and other current assets
    600       1,200  
Total current assets
    38,103       23,218  
                 
PROPERTY AND EQUIPMENT, NET
    12,002       15,069  
                 
TOTAL ASSETS
  $ 50,105     $ 38,287  
                 
LIABILITIES AND STOCKHOLDERS' (DEFICIT)
                 
CURRENT LIABILITIES
               
Accounts payable and accrued expenses
  $ 71,560     $ 65,912  
Income taxes payable
    800       800  
Due to related party
    151,428       132,428  
Total current liabilities
    223,788       199,140  
                 
TOTAL LIABILITIES
    223,788       199,140  
                 
STOCKHOLDERS'  (DEFICIT)
               
Preferred stock, par value $0.001 per share, 5,000,000 shares authorized and
               
0 shares issued and outstanding
    -       -  
Common stock, par value $0.001 per share, 50,000,000 shares authorized and
               
3,770,083 shares issued and outstanding
    3,770       3,770  
Additional paid-in capital
    37,809       37,809  
Accumulated deficit
    (215,262 )     (202,432 )
Total stockholders' (deficit)
    (173,683 )     (160,853 )
                 
TOTAL LIABILITIES AND STOCKHOLDERS'  (DEFICIT)
  $ 50,105     $ 38,287  
 
The accompanying notes are an integral part of these financial statements.
 
1

 
FORMAT, INC.
STATEMENTS OF OPERATIONS
 
   
Three Months Ended
   
Six Months Ended
 
   
June 30,
   
June 30,
 
   
2008
   
2007
   
2008
   
2007
 
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
 
                         
REVENUE
  $ 39,110     $ 18,282     $ 62,218     $ 42,818  
                                 
OPERATING EXPENSES
                               
    Wages and wage related expenses
    15,219       16,078       30,366       32,615  
    Professional fees
    6,325       5,292       18,942       27,905  
    Rent expense
    3,750       4,050       7,800       7,900  
    Depreciation expense
    1,521       1,490       3,067       2,948  
    Other general and administrative expenses
    10,191       14,190       14,073       23,413  
                                 
Total operating expenses
    37,006       41,100       74,248       94,781  
                                 
INCOME (LOSS) FROM OPERATIONS
    2,104       (22,818 )     (12,030 )     (51,963 )
                                 
OTHER INCOME
                               
Gain on sale of automobile
    -       -       -       5,601  
                                 
Total other income
    -       -       -       5,601  
                                 
INCOME (LOSS) BEFORE PROVISION
                         
FOR INCOME TAXES
    2,104       (22,818 )     (12,030 )     (46,362 )
                                 
Provision for income taxes
    -       -       (800 )     (800 )
                                 
NET INCOME (LOSS)
  $ 2,104     $ (22,818 )   $ (12,830 )   $ (47,162 )
                                 
NET INCOME (LOSS) PER COMMON SHARE -
                         
BASIC AND DILUTED
  $ 0.00     $ (0.01 )   $ (0.00 )   $ (0.01 )
                                 
WEIGHTED AVERAGE NUMBER OF
                               
COMMON SHARES OUTSTANDING
    3,770,083       3,770,083       3,770,083       3,770,083  
 
The accompanying notes are an integral part of these financial statements.
 
2

 
FORMAT, INC.
 STATEMENTS OF CASH FLOW
 
   
Six Months Ended
June 30,
 
    2008     2007  
    (Unaudited)     (Unaudited)  
             
CASH FLOWS FROM OPERATING ACTIVITIES
           
     Net loss
  $ (12,830 )   $ (47,162 )
     Adjustments to reconcile net loss to net cash used in
               
          operating activities:
               
          Depreciation
    3,067       2,948  
          Gain on sale of automobile
    -       (5,601 )
          Net changes in operating assets and liabilities:
               
               Accounts receivable
    (9,362 )     (11,223 )
               Prepaid expenses and other current assets
    600       7,250  
               Accounts payable and accrued expenses
    5,648       6,653  
                   Net cash used in operating activities
    (12,877 )     (47,135 )
                 
CASH FLOWS FROM INVESTING ACTIVITIES
               
     Proceeds from sale of automobile
    -       10,000  
     (Acquisition) of fixed assets
    -       (6,900 )
                   Net cash provided by investing activities
    -       3,100  
                 
CASH FLOWS FROM FINANCING ACTIVITIES
               
     Advances from related party
    19,000       39,656  
                   Net cash provided by financing activities
    19,000       39,656  
                 
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
    6,123       (4,379 )
                 
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD
    5,583       9,941  
                 
CASH AND CASH EQUIVALENTS - END OF PERIOD
  $ 11,706     $ 5,562  
 
The accompanying notes are an integral part of these financial statements.
 
3

 
FORMAT, INC.
STATEMENTS OF CASH FLOW
(UNAUDITED)
 
   
Six Months Ended
June 30,
 
    2008     2007  
    (Unaudited)     (Unaudited)  
             
SUPPLEMENTAL DISCLOSURES OF CASH FLOW ACTIVITY
           
   Cash paid during the year for income taxes
  $ 800     $ 800  
   Cash paid during the year for interest expense
  $ -     $ -  
 
The accompanying notes are an integral part of these financial statements.
 
4

 
FORMAT, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2008
(UNAUDITED)
 
 
NOTE 1
ORGANIZATION AND BASIS OF PRESENTATION
 
Format, Inc. (the “Company”) was incorporated in the State of Nevada on March 21, 2001.  The Company provides transactional financial, corporate reporting, commercial and digital printing for its customers. The Company receives its clients’ information in a variety of formats and reprocesses it for distribution typically in print, digital or internet formats. The Company provides services throughout the United States, Canada and China.

Transactional financial printing includes registration statements, prospectuses, debt arrangements, special proxy statements, offering circulars, tender offer materials and other documents related to corporate financings, mergers and acquisitions.

Corporate reporting includes interim reports, regular proxy materials prepared by corporations for distribution to stockholders, and Securities and Exchange Commission reports on Form 10-K and other forms.

Commercial and digital printing consists of annual reports, sales and marketing literature, newsletters and other custom-printed products.

Interim Financial Statements

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission.  Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations.

In the opinion of management, all adjustments, consisting of normal and recurring adjustments, necessary for a fair presentation of the financial position and the results of operations for the periods presented have been included.  The operating results of the Company on a quarterly basis may not be indicative of operating results for the full year.  For further information, refer to the financial statements and notes included in Format Inc.’s Form 10-KSB for the year ended December 31, 2007.

Going Concern

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern.  As shown in the accompanying financial statements the Company has an accumulated deficit of $215,262 and a working capital deficit of $185,685 as of June 30, 2008. The Company has experienced cash shortages that have been funded by the Company’s President. There is no guarantee that the Company will be able to sustain operations to alleviate the working capital deficit or continued operating losses. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for a reasonable period.
 
5

 
FORMAT, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2008
(UNAUDITED)
 
 
Management’s plans to mitigate the effects that give rise to the conditions involve more aggressive marketing strategies towards small publicly reporting companies.  This marketing will include working closely with lawyers, associations and investment advisors.
 
The accompanying financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
 
Reclassification
 
Certain reclassifications have been made to conform the prior period financial statement amounts to the current period presentation for comparative purposes.
 
NOTE 2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
Cash and Cash Equivalents
 
The Company considers all highly liquid debt instruments and other short-term investments with a maturity of three months or less, when purchased, to be cash equivalents.
 
The Company maintains cash and cash equivalent balances at one financial institution that is insured by the Federal Deposit Insurance Corporation up to $100,000.
 
Use of Estimates
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
 
Accounts Receivable
 
Accounts receivable are reported at the customer’s outstanding balances less any allowance for doubtful accounts.  Interest is not accrued on overdue accounts receivable.
 
Allowance for Doubtful Accounts
 
An allowance for doubtful accounts on accounts receivable is charged to operations in amounts sufficient to maintain the allowance for uncollectible accounts at a level management believes is adequate to cover any probable losses.  Management determines the adequacy of the allowance based on historical write-off percentages and information collected from individual customers.  Accounts receivable are charged off against the allowance when collectability is determined to be permanently impaired.  Management has determined that as of June 30, 2008 an allowance of $16,100 is required.
 
6

 
FORMAT, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2008
(UNAUDITED)
 
 
Property and Equipment
 
Property and equipment are stated at cost.  Depreciation and amortization are computed using the straight-line method on the estimated useful lives of the assets, generally ranging from three to seven years.  Expenditures of major renewals and improvements that extended the useful lives of property and equipment are capitalized.  Expenditures for repairs and maintenance are charged to expense as incurred.  Leasehold improvements are amortized using the straight-line method over the shorter or the estimated useful life of the asset or the lease term. Gains or losses from retirements or sales are credited or charged to income.
 
Long-Lived Assets
 
The Company accounts for its long-lived assets in accordance with SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets.”  SFAS No. 144 requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the historical cost carrying value of an asset may no longer be appropriate.  The Company assesses recoverability of the carrying value of an asset by estimating the future net cash flows expected to result from the asset, including eventual disposition.  If the future net cash flows are less than the carrying value of the asset, an impairment loss is recorded equal to the difference between the asset’s carrying value and fair value or disposable value. As of June 30, 2008, the Company does not believe there has been any impairment of its long-lived assets.
 
Fair Value of Financial Instruments
 
Pursuant to SFAS No. 107, “Disclosures About Fair Value of Financial Instruments”, the Company is required to estimate the fair value of all financial instruments included on its balance sheet as of June 30, 2008. The Company’s financial instruments consist of cash, accounts receivables, payables, and other obligations.  The Company considers the carrying value of such amounts in the financial statements to approximate their fair value.
 
Revenue Recognition
 
The Company generates revenue from professional services rendered to customers either at time of delivery or completion, where collectibility is probable. The Company’s fees are fixed.
 
Stock-Based Compensation
 
The Company adopted SFAS No. 123 (Revised 2004), Share Based Payment (“SFAS No. 123R”), under the modified-prospective transition method on January 1, 2006. SFAS No. 123R requires companies to measure and recognize the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value. Share-based compensation recognized under the modified-prospective transition method of SFAS No. 123R includes share-based compensation based on the grant-date fair value determined in accordance with the original provisions of SFAS No. 123, Accounting for Stock-Based Compensation, for all share-based payments granted prior to and not yet vested as of January 1, 2006 and share-based compensation based on the grant-date fair-value determined in accordance with SFAS No. 123R for all share-based payments granted after January 1, 2006. SFAS No. 123R eliminates the ability to account for the award of these instruments under the intrinsic value method prescribed by Accounting Principles Board (“APB”) Opinion No. 25, Accounting for Stock Issued to Employees, and allowed under the original provisions of SFAS No. 123. Prior to the adoption of SFAS No. 123R, the Company accounted for our stock option plans using the intrinsic value method in accordance with the provisions of APB Opinion No. 25 and related interpretations. 
 
7

 
FORMAT, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2008
(UNAUDITED)
 

As of June 30, 2008, the Company had no options outstanding.

Concentrations
 
The Company has derived 42% of its operating revenue from four customers, for the six months ended June 30, 2008 and 2007, respectively.
 
The Company’s cash balance in financial institutions at times may exceed federally insured limits of $100,000.
 
Loss Per Share of Common Stock
 
The Company follows Statement of Financial Accounting Standards No. 128, “Earnings Per Share” (SFAS No. 128) that requires the reporting of both basic and diluted earnings (loss) per share.  Basic earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares  outstanding for the period.  The calculation of diluted earnings (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. In accordance with SFAS No. 128, any anti-dilutive effects on net earnings (loss) per share are excluded.  For the six months ended June 30, 2008 and 2007, there were no common stock equivalents.
 
There were no options or warrants to purchase shares of common stock at June 30, 2008 and 2007.
 
Recent Accounting Pronouncements
 
In December 2007, the FASB issued Statement of Financial Accounting Standards No. 141(R), “Business Combinations” (“SFAS 141(R)”). SFAS 141(R) requires the acquiring entity in a business combination to recognize all assets acquired and liabilities assumed in the transaction, establishes the acquisition-date fair value as the measurement objective for all assets acquired and liabilities assumed, and requires the acquirer to disclose the nature and financial effect of the business combination. SFAS 141(R) is effective for fiscal years beginning on or after December 15, 2008. If and when the Company acquires one or more entities in the future, it will apply SFAS 141(R) for the purposes of accounting for such acquisitions.

In December 2007, the FASB issued Statement of Financial Accounting Standards No. 160,"Noncontrolling Interests in Consolidated Financial Statements” (“SFAS 160”). SFAS 160 amends Accounting Research Bulletin No. 51, “Consolidated Financial Statements,” to establish accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. SFAS 160 is effective for fiscal years beginning on or after December 15, 2008. the Company presently has no such noncontrolling interests. If and at such time as such an interest exists, it will apply SFAS 160.
 
8

FORMAT, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2008
(UNAUDITED)
 
 
In March 2008, the FASB issued Statement of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (“SFAS 161”). SFAS 161 amends and expands the disclosure requirements of SFAS 133, “Accounting for Derivative Instruments and Hedging.” SFAS 161 is effective for fiscal years beginning after November 15, 2008. The Company will adopt SFAS 161 in the first quarter of 2009 and currently expect such adoption to have no impact on its results of operations, financial position, or cash flows.

In April 2008, the FASB issued Staff Position No. 142-3, “Determination of the Useful Life of Intangible Assets” (“FSP 142-3”). FSP 142-3 amends the factors that should be considered in developing renewal or extension assumptions used to determine the useful life of a recognized intangible asset under FASB Statement of Financial Accounting Standards No. 142, “Goodwill and Other Intangible Assets”. FSP 142-3 is effective for Format, Inc. in the first quarter of 2009. The Company presently has no such intangible assets. If and at such time as such assets are acquired, the Company will apply SFAS 160.

In May 2008, the FASB issued Statement of Financial Accounting Standards No. 162, “The Hierarchy of Generally Accepted Accounting Principles” (“SFAS 162”). SFAS 162 identifies the sources of accounting principles and the framework for selecting the principles to be used in the preparation of financial statements of nongovernmental entities that are presented in conformity with generally accepted accounting principles in the United States. SFAS 162 will become effective 60 days following Securities and Exchange Commission (“SEC”) approval of the Public Company Accounting Oversight Board (PCAOB) amendments to AU Section 411, “The Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles.” The Company does not anticipate the adoption of SFAS 162 to have a material impact on our results of operations, financial position, or cash flows.

In June 2008, the FASB issued Staff Position No. EITF 03-6-1, “Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities” (“EITF 03-6-1”). EITF 03-6-1 addresses whether instruments granted in share-based payment transactions are participating securities prior to vesting, and therefore, need to be included in the earnings allocation in calculating earnings per share under the two-class method described in FASB Statement of Financial Accounting Standards No. 128, “Earnings per Share.” EITF 03-6-1 requires companies to treat unvested share-based payment awards that have non-forfeitable rights to dividend or dividend equivalents as a separate class of securities in calculating earnings per share. EITF 03-6-1 is effective for fiscal years beginning after December 15, 2008. EITF 03-6-1 is effective for Format, Inc. in the first quarter of 2009. We are currently assessing the impact of EITF 03-6-1, but do not expect that such adoption will have a material effect on our results of operations, financial position, or cash flows.
 
9

 
FORMAT, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2008
(UNAUDITED)
 
 
NOTE 3
LOAN RECEIVABLE
 
As of June 30, 2008 and 2007, the Company has a loan receivable from an outside party in the amount of $20,500.  The loan is interest free and due on demand.  At June 30, 2008 collectability is uncertain and an allowance has been setup for the full amount due of $20,500.
 
NOTE 4
PROPERTY AND EQUIPMENT
 
Property and equipment consisted of the following as of June 30, 2008:
 
Office machinery and equipment
  $ 34,895  
Furniture and fixtures
    2,011  
      36,906  
Less: Accumulated depreciation
    (24,904 )
         
    $ 12,002  
 
Depreciation expense for the three months ended June 30, 2008 and 2007 amounted to $1,521 and $1,490, respectively. Depreciation expense for the six months ended June 30, 2008 and 2007 amounted to $3,067 and $2,948, respectively.
 
In January 2007, the Company sold an automobile for $10,000. The carrying value of the automobile at the time of the sale was $4,399, resulting in a gain on the sale of $5,601.

NOTE 5
RELATED PARTY TRANSACTION
 
A stockholder of the Company has made advances to the Company which are unsecured and due on demand.  For the six months ended June 30, 2008 the Stockholder advanced $25,000 to the Company and was repaid $6,000.  For the six months ended June 30, 2007 the stockholder advanced $39,656 to the Company.  The total amount due at June 30, 2008 was $151,428.
 
NOTE 6
INCOME TAXES
 
The Company accounts for income taxes under Statement of Financial Accounting Standards No. 109 (SFAS 1019).  This statement mandates the liability method of accounting for deferred income taxes and permits the recognition of deferred tax assets subject to an ongoing assessment of realizability.
 
10

 
FORMAT, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2008
(UNAUDITED)
 
 
The components of the Company’s income tax provision for the six months ended June 30, 2008 and 2007 consist of:
 
   
2008
   
2007
 
Current income tax expense
  $ 800     $ 800  
Expected income tax benefit
    40,560       44,600  
Change in valuation allowance
    (40,560 )     (44,600 )
                 
    $ 800     $ 800  
 
11

 
Item 2.  Plan of Operation

This following information specifies certain forward-looking statements of management of the company. Forward-looking statements are statements that estimate the happening of future events are not based on historical fact. Forward-looking statements may be identified by the use of forward-looking terminology, such as “may”, “shall”, “could”, “expect”, “estimate”, “anticipate”, “predict”, “probable”, “possible”, “should”, “continue”, or similar terms, variations of those terms or the negative of those terms. The forward-looking statements specified in the following information have been compiled by our management on the basis of assumptions made by management and considered by management to be reasonable. Our future operating results, however, are impossible to predict and no representation, guaranty, or warranty is to be inferred from those forward-looking statements.

The assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future events and are subject to uncertainty as to possible changes in economic, legislative, industry, and other circumstances. As a result, the identification and interpretation of data and other information and their use in developing and selecting assumptions from and among reasonable alternatives require the exercise of judgment. To the extent that the assumed events do not occur, the outcome may vary substantially from anticipated or projected results, and, accordingly, no opinion is expressed on the achievability of those forward-looking statements. No assurance can be given that any of the assumptions relating to the forward-looking statements specified in the following information are accurate, and we assume no obligation to update any such forward-looking statements.

Critical Accounting Policy and Estimates. Our Management's Discussion and Analysis of Financial Condition and Results of Operations section discusses our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, management evaluates its estimates and judgments, including those related to revenue recognition, accrued expenses, financing operations, and contingencies and litigation. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The most significant accounting estimates inherent in the preparation of our financial statements include estimates as to the appropriate carrying value of certain assets and liabilities which are not readily apparent from other sources.  These accounting policies are described at relevant sections in this discussion and analysis and in the notes to the financial statements included in our Quarterly Report on Form 10-Q for the period ended June 30, 2008.

We provide EDGARizing services to various commercial and corporate entities. Our primary service is the EDGARization of corporate documents that require filing on EDGAR, the Electronic Data Gathering, Analysis, and Retrieval system maintained by the Securities and Exchange Commission. EDGAR performs automated collection, validation, indexing, acceptance, and forwarding of submissions by companies and others who are required by law to file forms with the Securities and Exchange Commission. These documents include registration statements, prospectuses, annual reports, quarterly reports, periodic reports, debt agreements, special proxy statements, offering circulars, tender offer materials and other documents related to corporate financings, acquisitions and mergers. We receive our clients’ information in a variety of media, and reformat it for distribution, either in print, digital or Internet form. We also provide limited commercial printing services, which consist of annual reports, sales and marketing literature, newsletters, and custom-printed products.
 
12


Liquidity and Capital Resources.   We had cash of $11,706 as of June 30, 2008. Our accounts receivable were $24,597 as of June 30, 2008.  We also had $1,200 represented by a security deposit and $600 represented by prepaid expenses and other current assets.  Therefore our total current assets as of June 30, 2008 were $38,103.  We also had $12,002 represented by fixed assets, net of depreciation, as of June 30, 2008.

Our total assets as of June 30, 2008 were $50,105.   As of June 30, 2008, our current liabilities were $223,788, of which $71,560 was represented by accounts payable and accrued expenses, $800 was represented by income taxes payable, and $151,428 was represented by a related party advance.  The related party advance is payable to Mr. Neely, our officer, principal shareholder and one of our directors. Mr. Neely had advanced those funds to us for working capital. We had no other long term liabilities, commitments or contingencies.

Other than the proposed increases in marketing expenses and the increases in legal and accounting costs we experienced due to the reporting requirements of becoming a reporting company, we are not aware of any other known trends, events or uncertainties, which may affect our future liquidity.

For the three months ended June 30, 2008 and June 30, 2007.

Results of Operations. 

Revenues.   We generated revenues of $39,110 for the three months ended June 30, 2008, as compared to $18,282 for the three months ended June 30, 2007. The increase in revenues was primarily due to the fact that we had more clients and performed more work during the three months ended June 30, 2008 as compared to 2007.

Operating Expenses. For the three months ended June 30, 2008, our total operating expenses were $37,006, as compared to total operating expenses of $41,100 for the three months ended June 30, 2007. The decrease in total operating expenses is due primarily to a decrease in general and administrative expenses for the three months ended June 30, 2008, to $10,191 as compared to $14,190 for the three months ended June 30, 2007.  Therefore, our net income before provision for income taxes was $2,104 for the three months ended June 30, 2008, as compared to a net loss before provision for income taxes, was $22,818 for the three months ended June 30, 2007.

For the six months ended June 31, 2008 and June 31, 2007.

Results of Operations. 

Revenues.   We generated revenues of $62,218 for the six months ended June 31, 2008, as compared to $42,818 for the six months ended June 31, 2007. The increase in revenues was primarily due to the fact that we had more clients and performed more work during the six months ended June 30, 2008 as compared to 2007.

Operating Expenses. For the six months ended June 31, 2008, our total operating expenses were $74,248, as compared to total operating expenses of $94,781 for the six months ended June 31, 2007. The decrease in total operating expenses is due to decreases in certain of our operating expenses.  We had a decrease in professional fees, which totaled $18,942 for the six months ended June 31, 2008 as compared to $27,905 for the six months ended June 31, 2007. The decrease was due to lower legal and accounting expenses incurred in 2008. We also had a decrease in general and administrative expenses, which totaled $14,073 for the six months ended June 31, 2008 as compared to $23,413 for the six months ended June 31, 2007. Our professional fees and general and administrative expenses were higher in 2007 due to the costs associated with becoming a public company.  Therefore, our net loss from operations before other income or expenses and provision for income taxes was $12,030 for the six months ended June 31, 2008, as compared to $51,963 for the six months ended June 31, 2007.

Other Income.  For the six months ended June 31, 2008, we had no other income, as compared to the six months ended June 31, 2007, where our other income was comprised of $5,601 which was gain from the sale of an automobile.

Net Income or Loss. For the six months ended June 31, 2008, our net loss from operations before provision for income taxes of $800 was $12,030 making our net loss $12,830. This is in comparison to the six months ended June 31, 2007, where our net loss was $46,362, and after provision for income tax of $800, was $47,162. The decrease in our net loss for the six months ended June 31, 2008, was due a decrease in operating expenses between the two periods, and the increase in revenue, as discussed above.
 
13


Our Plan of Operation for the Next Twelve Months. To effectuate our business plan during the next twelve months, we must increase the number of clients we service and actively market and promote our services. We have been actively meeting with our referral sources, such as accountants and attorneys, to understand how we can better service their clients’ needs and how we can obtain EDGARization work from clients of theirs that currently use another provider. We believe that referrals will continue to comprise a majority of our business, and we hope to nurture and care for the relationships we have so that we can attract more clients.

We have also initiated a direct marketing campaign to newly public and small public companies. We believe that many smaller public companies are particularly sensitive to pricing. Therefore, we have targeted those companies as potential customers. We plan to mail information with pricing specials as well as make direct marketing calls to those companies in an effort to attract their business.
 
We had cash of $11,706 of June 30, 2008, which we estimate will not be sufficient to fund our operations for the next twelve months. Our forecast for the period for which our financial resources will be adequate to support our operations involves risks and uncertainties and actual results could fail as a result of a number of factors. Ryan Neely, our president, secretary, chief financial officer and one of our directors, has made advances to us which are unsecured and due on demand. As of June 30, 20, he total amount due was $151,428.   We used those funds to pay our auditors for the audit of our financial statements. We expect that the increased legal and accounting costs due to the reporting requirements of being a reporting company will continue to impact our liquidity as we will need to obtain funds to pay those expenses.
 
Besides generating revenue from our current operations, we will need to raise approximately $50,000 to continue operating at our current rate. At our current level of operation, we are not able to operate profitably. In order to conduct further marketing activities and expand our operations to the point at which we are able to operate profitably, we believe we would need to raise $50,000, which would be used for conducting marketing activities. Other than proposed increases in marketing expenses and the anticipated increases in legal and accounting costs of becoming a public company, we are not aware of any other known trends, events or uncertainties, which may affect our future liquidity.

In the event that we experience a shortfall in our capital, we intend to pursue capital through public or private financing as well as borrowings and other sources, such as our officer and directors. We cannot guaranty that additional funding will be available on favorable terms, if at all. If adequate funds are not available, then our ability to expand our operations may be significantly hindered. If adequate funds are not available, we believe that our officer and directors will contribute funds to pay for our expenses to achieve our objectives over the next twelve months.

We are not currently conducting any research and development activities. We do not anticipate conducting such activities in the near future. We do not anticipate that we will purchase or sell any significant equipment. In the event that we expand our customer base, then we may need to hire additional employees or independent contractors as well as purchase or lease additional equipment.

Because we have limited operations and assets, we may be considered a shell company as defined in Rule 12b-2 of the Securities Exchange Act of 1934. Accordingly, we have checked the box on the cover page of this report that specifies we are a shell company.

Off-Balance Sheet Arrangements. We have no off-balance sheet arrangements.

Item 3. Quantitative and Qualitative Disclosures about Market Risk
 
Not applicable.
 
14

 
Item 4. Controls and Procedures

Evaluation of disclosure controls and procedures. We maintain controls and procedures designed to ensure that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. Based upon their evaluation of those controls and procedures performed as of June 30, 2008, the date of this report, our chief executive officer and the principal financial officer concluded that our disclosure controls and procedures were effective.

Item 4(T). Controls and Procedures.

Changes in internal controls. There were no changes in our internal control over financial reporting that occurred during the fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 1A. Risk Factors.

Not applicable.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3.  Defaults Upon Senior Securities

None.

Item 4.  Submission of Matters to Vote of Security Holders

None.

Item 5.  Other Information

None.

Item 6.  Exhibits
 
31. Rule 13a-14(a)/15d-14(a) Certifications.
32. Section 1350 Certifications.
 
15

 
SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
Format, Inc.
a Nevada corporation
 
       
August 14, 2008
By:
/s/ Ryan Neely  
 
Its:
Ryan Neely
Principal Executive Officer,
Chief Financial Officer,
President and a Director 
 

ex_31-1.htm


Exhibit 31.1
 
 
Rule 13a-14(a)/15d-14(a) Certifications.
 
I, Ryan Neely, certify that:
 
 
1.
I have reviewed this quarterly report on Form 10-Q of Format, Inc.;
 
 
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
 
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
 
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
 
 
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
 
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
 
(c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
 
(d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
 
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting , to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
 
 
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
 
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant‘s internal control over financial reporting.
 
Date: August 14, 2008
         
/s/ Ryan Neely
   
 
 
Ryan Neely
       
Chief Executive Officer
       
ex_31-2.htm


Exhibit 31.2
 
 
Rule 13a-14(a)/15d-14(a) Certifications.
 
I, Ryan Neely, certify that:
 
 
1.
I have reviewed this quarterly report on Form 10-Q of Format, Inc.;
 
 
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
 
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
 
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
 
 
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
 
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
 
(c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
 
(d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
 
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting , to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
 
 
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
 
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant‘s internal control over financial reporting.
 
Date: August 14, 2008
         
/s/ Ryan Neely
   
 
 
Ryan Neely
       
Chief Financial Officer
       
ex_32-1.htm


Exhibit 32.1
 
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
 
In connection with the Quarterly Report of Format, Inc. a Nevada corporation (the “Company”) on Form 10-Q for the period ending June 30, 2008, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Ryan Neely, Chief Executive Officer of the Company, certifies to the best of his knowledge, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:
 
 
(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
 
 
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
 
A signed original of this written statement required by Section 906 has been provided to Format, Inc., and will be retained by Format, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.
 
         
/s/ Ryan Neely
   
 
 
Ryan Neely
       
Chief Executive Officer
       
August 14, 2008
       
ex_32-2.htm


Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
 
In connection with the Quarterly Report of Format, Inc. a Nevada corporation (the “Company”) on Form 10-Q for the period ending June 30, 2008, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Ryan Neely, Chief Financial Officer of the Company, certifies to the best of his knowledge, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:
 
(1)  
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
 
(2)  
The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
 
A signed original of this written statement required by Section 906 has been provided to Format, Inc., and will be retained by Format, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.
 
         
/s/ Ryan Neely
   
 
 
Ryan Neely
       
Chief Financial Officer
       
August 14, 2008