UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________

FORM 10-Q

___________

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: March 31, 2014
Or

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from: _____________ to _____________

___________

Mobile Area Networks, Inc.

(Exact name of registrant as specified in its charter)

___________

Florida	333-18439	59-3482752]
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

2772 Depot Street, Sanford, Florida 32773

(Address of Principal Executive Office) (Zip Code)

407-333-2350

(Registrant’s telephone number, including area code)

N/A

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

———————

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	☐	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 (§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).
			☐		☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer., or a smaller reporting company.

Large accelerated filer	☐	Accelerated filer			☐
Non-accelerated filer	☐	Smaller reporting company			☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).			☐	Yes	☒	No

As of March 31, 2014, 49,060,788 shares of voting common stock were outstanding

Mobile Area Networks, Inc.

Index

Page



PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.	3

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.	7

Item 3. Quantitative and Qualitative Disclosures about Market Risk.	8

Item 4. Controls and Procedures.	8

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.	9

Item 1A Risk Factors.	9

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.	9

Item 3. Defaults Upon Senior Securities.	9

Item 4. Submission of Matters to a Vote of Securities Holders.	9

Item 5. Other Information.	9

Item 6. Exhibits.	9

SIGNATURE	10

Item 1. Financial Statements

MOBILE AREA NETWORKS, INC.

(A Florida Corporation)

Sanford, Florida

Balance Sheets

	December 31,			March 31,
	2013			2014
	(Unaudited)			(Unaudited)
Assets
Current assets:
Cash and Cash Equivalents	$	—			—
Accounts Receivable-Net of Allowance for Doubtful Accounts		1,000			1,500
Inventory		—			—
Total current assets		—			—

Property and Equipment-Net of Accumulated Depreciation		—			—

Other Assets:
Security Deposits and Other Assets		—			—
Total Assets	$	1,000			1,500

Liabilities and Stockholders' Deficit
Current liabilities:
Bank Overdraft	$	28,880			28,880
Notes and Capital Leases Payable-Due Within One Year		105,244			106,475
Accounts Payable		98,539			98,539
Accrued Expenses		16,580			16,580
Total current liabilities		249,243			250,474

Other Liabilities:
Notes and Capital Leases Payable-Due After One Year		—			—
Accrued Salaries-Related Party		1,668,048			1,698,048
Advances from Stockholders		367,011			367,011
Total Liabilities		2,284,302			2,315,533

Stockholders’ Deficit
Common stock, no par value, authorized 50,000,000 shares, issued and outstanding 49,060,788 shares		4,656,636			4,656,636
Paid-In Capital		56,840			56,840
Accumulated Deficit		(6,996,778	)		(7,027,509	)
Total Stockholders’ Deficit		(2,283,302	)		(2,314,033	)
Total Liabilities and Stockholders’ Deficit	$	1,000			1,500

See accompanying notes to financial statements.

MOBILE AREA NETWORKS, INC.

(A Florida Corporation)

Sanford, Florida

Statements of Operations

Three months ended March 31, 2014 and 2013

(unaudited)

	Three Months			Three Months
	Ended			Ended
	March 31,			March 31,
	2014			2013

Sales-Net of Returns and Allowances	$	500			—

Cost of Goods Sold		—			—

Gross Profit (Loss)		500			—

Operating Expenses
Depreciation		—			—
Interest and Finance Charges		1,231			535
Outside Services		—			—
Administrative Payroll and Payroll Taxes		30,000			30,000
Professional Services		—			850
Other Operating Expenses		—			45
Total Operating Expenses		31,231			31,430

Net Income (Loss) before taxes		(30,731	)		(31,430	)
Provision for Taxes		—			—
Net Income (Loss) for the Period	$	(30,731	)		(31,430	)

Weighted Average Number of Common Shares Outstanding-Basic and Diluted		49,060,788			49,060,788

Net loss per share-Basic and Diluted	$	(0.00	)		(0.00	)

See accompanying notes to financial statements.

MOBILE AREA NETWORKS, INC.

(A Florida Corporation)

Sanford, Florida

Statements of Cash Flows

Three months ended March 31, 2014 and 2013

(Unaudited)

	Three Months			Three Months
	Ended			Ended
	March 31,			March 31,
	2014			2013
Cash flows from operating activities
Net income (loss) for the Period	$	(30,731	)		(31,430	)
Adjustments to Reconcile Net Loss to Net Cash Flows from Operating Activities:
Depreciation		—			—
Bad Debt Expense		—			—
Changes in Assets and Liabilities:
Accounts Receivable		(500	)		—
Inventory		—			—
Accounts Payable		—			850
Accrued Expenses		—			—
Accrued Salaries-Related Party		30,000			30,000
Net Cash Flows From (Used In) Operating Activities		(1,231	)		(580	)

Cash Flows from Investing Activities
Acquisition of Property and Equipment		—			—
Cash Flows from Financing Activities
Advances (Repayments) from Stockholders		—			—
Increases (Repayment) of Notes and Capital Leases Payable		1,231			535

Net Cash Flows from Financing Activities		1,231			535

Net Change in Cash and Cash Equivalents		—			(45	)

Cash and Cash Equivalents (Bank Overdraft)-Beginning of Period		(28,880	)		(28,791	)

Cash and Cash Equivalents (Bank Overdraft)-End of Period	$	(28,880	)		(28,836	)

Supplemental disclosure of cash flow information

Cash paid for:
Taxes	$	—			—

Interest	$	1,231			535

See accompanying notes to financial statements.

MOBILE AREA NETWORKS, INC.

(A Florida Corporation)

Sanford, Florida

Notes to Financial Statements

Note A - Basis of Presentation

The condensed financial statements of Mobile Area Networks, Inc. (the ”Company”) included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in conjunction with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These condensed financial statements should be read in conjunction with the annual audited financial statements and the notes thereto included in the Company’s annual report on Form 10-K.

The accompanying unaudited interim financial statements reflect all adjustments of a normal and recurring nature which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows of the Company for the interim periods presented. The results of operations for these periods are not necessarily comparable to, or indicative of, results of any other interim period or for the fiscal year taken as a whole.

Reclassifications

Certain amounts in the prior year financial statements have been reclassified to conform with the current year presentation.

Note B - Going Concern

The Company’s financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has reported a net loss of $30,731 and $31,430 for the three months ended March 31, 2014 and 2013, respectively. As a result, there is an accumulated deficit of $7,027,509 at March 31, 2014. The primary causes of the loss for 2014 and 2013 are principally attributable to a lack of profitable operations.

The Company’s continued existence is dependent upon its ability to raise capital and/or achieving profitable operations. The Company previously wound down internal manufacturing operations with the intent to outsource any orders, and is seeking a merger partner. The Company plans to raise sufficient working capital through equity offerings and restructure debt to lower its monthly payments and interest costs. The Company continues to fund operational deficits through the acquisition of debt and equity financing through private individuals. The financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

Item 2.

MANAGEMENT’S DISCUSSION AND

ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS

Liquidity and Capital Resources

Working Capital amounted to $(248,974) at March 31, 2014 compared to $(248,243) at December 31, 2013. Bank Overdraft amounted to $28,880 at March 31, 2014 and at December 31, 2013. As more fully described under the Company’s statements of cash flows in the accompanying financial statements, net cash (used in) or from operating activities for the three months ended March 31, 2014 and 2013 was $(1,231) and $(580), respectively. For the three months ended March 31, 2014 and 2013, cash was provided primarily by financing activities. During the three months ended March 31, 2014 and 2013, cash was used to fund operations.

As indicated herein, the Company’s short term liquidity needs have been historically satisfied primarily from the continuing sale of the Company stock and advances from stockholders.

Results of Operations

Sales increased during the current period first quarter as compared with the year earlier period. For the three months ended March 31, 2014 sales were $500 and for the three months ended March 31, 2013, sales were $-0-. The increase reflects the sale of certain gun shoulder pads available from inventory which had previously been written-off as valueless.

Cost of Goods Sold was unchanged at $-0- for the three months ended March 31, 2014 and 2013, respectively.

Total Operating Expenses decreased to $31,231 for the three months ended March 31, 2014 from $31,430 for the three months ended March 31, 2013.

Interest and Finance Charges expense increased to $1,231 for the three months ended March 31, 2014 from $535 for the three months ended March 31, 2013. The increase relates to a correction of interest accrued in a prior period.

Administrative Payroll and Payroll Taxes expense remained unchanged at $30,000 for the three months ended March 31, 2014 and 2013, respectively. The expense is for accrued compensation for the Company’s Chief Executive Officer.

Professional Services expense decreased to $-0- for the three months ended March 31, 2014 from $850 for the three months ended March 31, 2013. The amounts reflect fees incurred for the company’s legal counsel.

Other Operating Expenses decreased to $-0- for the three months ended March 31, 2014 from $45 for the three months ended March 31, 2013. Other Operating Expenses includes spending for storage of supplies and records.

The Net Loss for the Period was $30,731 for the three months ended March 31, 2014, a decrease from the $31,430 Net Loss reported for the three months ended March 31, 2013. The Net Income (Loss) Per Share remained unchanged at $.00.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not required by smaller reporting companies.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

We have adopted and maintain disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to ensure that information required to be disclosed in our reports under the Exchange Act, is recorded, processed, summarized and reported within the time periods required under the SEC rules and forms and that the information is gathered and communicated to our management, including our Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer), as appropriate, to allow for timely decisions regarding financial disclosure.

As required by SEC Rule 15d-15(e), we carried out an evaluation under the supervision and with the participation of our management, including the Chief Executive Officer/Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 15d-14 as of the end of the period covered by this report. Based on the foregoing evaluation, our Chief Executive Officer/Chief Financial Officer have concluded that our disclosure controls and procedures are not effective.

There have been no changes in the Company’s internal control over financial reporting during the most recently completed fiscal quarter that have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.

PART II – OTHER INFORMATION

Item 1.

Legal Proceedings.

None

Item 1A.

Risk Factors.

Not required by smaller reporting companies.

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 a Vote of Security Holders.

None

Item 5.

Other Information.

Forward-Looking Statements

The Quarterly Report on Form 10-Q contains certain statements of a forward-looking nature relating to future events or the future financial performance of the Company. Such statements are only predictions and the actual events or results may differ materially from the results discussed in the forward-looking statements. Factors that could cause or contribute to such differences include those discussed below as well as those discussed in other filings made by the Company with the Securities and Exchange Commission, including the Company’s Annual Report included in its annual filing on Form 10-K.

Item 6.

Exhibits.


31.1	Certification Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2	Certification Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32	Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished pursuant to Item 601(b)(32) of Regulation S-K).

SIGNATURE

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.

Date: June 30, 2014	Mobile Area Networks, Inc.


	By:	/s/ George Wimbish
		George Wimbish
		Director, Chairman and President

MOBILE AREA NETWORKS INC 10-Q