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EX-31.1 - SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER - Fona, Inc.fona10q093011ex311.txt
EX-32.1 - SECTION 906 CERTIFICATION OF CHIEF EXECUTIVE OFFICER - Fona, Inc.fona10q093011ex321.txt
EX-32.2 - SECTION 906 CERTIFICATION OF CHIEF FINANCIAL OFFICER - Fona, Inc.fona10q093011ex322.txt
EX-31.2 - SECTION 302 CERTIFICATION OF CHIEF FINANCIAL OFFICER - Fona, Inc.fona10q093011ex312.txt
EXCEL - IDEA: XBRL DOCUMENT - Fona, Inc.Financial_Report.xls


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    Form 10-Q
(Mark One)

[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2011

                                       OR

[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM        TO

                        Commission File Number: 33-45904C
                      ------------------------------------
                                   FONA, INC.

        (Exact name of small business issuer as specified in its charter)
                      ------------------------------------

         Nevada                                          41-1683548
----------------------------                ---------------------------------
(State of other jurisdiction of             (IRS Employer Identification No.)
 incorporation or organization)


              2575 Pearl Street, Suite 225, Boulder, Colorado 80302
          (Address of principal executive offices including zip code)

                                 (303) 499-6000
                           (Issuer'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 (ss.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 [ X ] No [ ]

Indicate by check mark whether the Registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ]                      Accelerated filer [ ]
Non-accelerated filer [ ]                        Smaller reporting company [X]
(Do not check if smaller reporting company)                                ---

Indicate by checkmark whether the Registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).
                                 Yes [X] No [ ]

As of November 2, 2011, the Registrant had 7,894,111 shares of common stock,
$.001 par value.


INDEX ----- Page Number ------ Part I. Financial Information Item 1. Financial Statements Balance Sheets as of September 30, 2011 (unaudited) and December 31, 2010 4 Statements of Operations, Three Months ended September 30, 2011 and 2010 (unaudited) 5 Statements of Operations, Nine Months ended September 30, 2011 and 2010, and the period from August 1, 2008 (date of commencement of development stage) through September 30, 2011 (unaudited) 6 Statements of Cash Flows, Nine Months ended September 30, 2011 and 2010, and the period from August 1, 2008 (date of commencement of development stage) through September 30, 2011 (unaudited) 7 Notes to Financial Statements 8 Item 2. Management's Discussion and Analysis of Financial Conditions and Results of Operations 10 Item 3. Quantitative and Qualitative Disclosures about Market Risk 10 Item 4T. Controls and Procedures. 10 Part II. Other Information 11 Item 1. Legal Proceedings 11 Item 1A. Risk Factors 11 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 11 Item 3. Defaults Upon Senior Securities 11 Item 4. Submission of Matters to a Vote of Security Holders 11 Item 5. Other Information 11 Item 6. Exhibits 11 2
PART I. FINANCIAL STATEMENTS ITEM 1 FINANCIAL STATEMENTS The accompanying financial statements have been prepared by Fona, Inc., without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position of the Company as of September 30, 2011 and 2010 and for the periods then ended have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's December 31, 2010 audited financial statements. The results of operations for these interim periods are not necessarily indicative of the results for the entire year. 3
FONA, INC. (A Development Stage Company) BALANCE SHEETS ASSETS September 30, December 31, 2011 2010 (unaudited) (see note 1) Current Assets: Cash 2 15 Prepaid Expenses 88 350 ------------ ------------ Total Current Assets 90 365 ------------ ------------ TOTAL ASSETS $ 90 $ 365 ============ ============ LIABILITIES AND STOCKHOLDERS' (DEFICIT) Current Liabilities: Accounts payable 868 7,554 Accounts payable, related party 45,662 21,665 Accrued expenses -- 2,304 ------------ ------------ Total Current Liabilities 46,530 31,523 ------------ ------------ TOTAL LIABILITIES 46,530 31,523 ------------ ------------ Commitments and contingencies (Notes 1,2,3,4, and 5) Stockholders' (Deficit) Preferred Stock, $.001 par value 20,000,000 shares authorized; No shares issued and outstanding (Note 4) Common stock, $.001 par value 780,000,000 shares authorized, 7,894,111 issued and outstanding (Note 4) 7,894 7,894 Additional paid-in capital 1,214,066 1,214,066 Accumulated (Deficit) (1,200,940) (1,200,940) Accumulated (Deficit) during the development stage (67,460) (52,178) ------------ ------------ TOTAL STOCKHOLDERS' (DEFICIT) (46,440) (31,158) ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) $ 90 $ 365 ============ ============ The accompanying notes are an integral part of the financial statements. 4
FONA, INC. (A Development Stage Company) STATEMENTS OF OPERATIONS (Unaudited) Three Months Three Months Ended Ended September 30, September 30, 2011 2010 ------------- ------------- Revenues $ -- $ -- ------------- ------------- Expenses: Accounting and audit fees 1,968 7,500 Attorney fees -- -- Transfer agent fees 388 314 Filing fees 3,740 -- General corporate fees -- 740 Other 24 -- ------------- ------------- Total Expenses 6,120 8,554 ------------- ------------- Net Operating (Loss) (6,120) (8,554) ------------- ------------- Net (Loss) $ (6,120) $ (8,554) ============= ============= Per Share nil nil ============= ============= Weighted Average Shares Outstanding 7,894,111 7,894,111 ============= ============= The accompanying notes are an integral part of the financial statements. 5
FONA, INC. (A Development Stage Company) STATEMENTS OF OPERATIONS (unaudited) For the Period from August 1, 2008 (date of development Nine Months Nine Months stage) Ended Ended through September 30, September 30, September 30, 2011 2010 2011 ------------- ------------- ------------- Revenue $ -- $ -- $ -- ------------- ------------- ------------- Expenses: Accounting and audit fees 8,168 7,500 18,372 Attorney fees 698 1,618 32,860 Transfer agent fees 1,263 1,018 5,937 Filing Fees 4,320 740 5,860 Printing and mailing fees -- -- 1,056 General corporate fees 750 870 2,481 Other 83 36 894 ------------- ------------- ------------- Total Expenses 15,282 11,782 67,460 ------------- ------------- ------------- Net Operating (Loss) (15,282) (11,782) (67,460) ------------- ------------- ------------- Net (Loss) $ (15,282) $ (11,782) $ (67,460) ============= ============= ============= Per Share $ nil $ nil $ (.01) ============= ============= ============= Weighted Average Shares Outstanding 7,894,111 7,894,111 7,084,477 ============= ============= ============= The accompanying notes are an integral part of the financial statements. 6
FONA, INC. (A Development Stage Company) STATEMENTS OF CASH FLOWS (unaudited) Period from August 1, 2008 (date of Development For the Nine Months Ended stage) to September 30, September 30, 2011 2010 2011 ----------- ----------- ------------- Cash Flows from Operating Activities: Net Income (Loss) $ (15,282) $ (11,782) $ (67,460) Adjustments to reconcile net loss to net cash used in operating activities: Increase (decrease) in accounts payable and accrued expenses (8,991) (2,095) 1,526 Decrease in prepaid expenses 263 263 263 ----------- ----------- ------------- Net Cash (Used in) Operating Activities (24,010) (13,614) (65,671) ----------- ----------- ------------- Cash Flows from Investing Activities -- -- -- ----------- ----------- ------------- Net Cash (Used in) Investing Activities -- -- -- Cash Flows from Financing Activities: Sales of common stock -- -- 20,000 Advance from related party 23,997 663 45,662 ----------- ----------- ------------- Net Cash Provided by Financing Activities 23,997 663 65,662 ----------- ----------- ------------- Increase (decrease) in Cash (13) (12,951) (9) ----------- ----------- ------------- Cash, Beginning of Period 15 18,600 11 ----------- ----------- ------------- Cash, End of Period $ 2 $ 5,649 $ 2 =========== =========== ============= Interest Paid $ -- $ -- $ -- =========== =========== ============= Income Taxes Paid $ -- $ -- $ -- =========== =========== ============= Supplemental Disclosure of Non-Cash Transactions: Conversion of debt for stock and debt forgiveness $ -- $ -- $ 5,993 The accompanying notes are an integral part of the financial statements. 7
FONA, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS September 30, 2011 (Unaudited) (1) Unaudited Financial Statements The balance sheet as of September 30, 2011, the statements of operations and the statements of cash flows for the three and nine months ended September 30, 2011 and 2010, have been prepared by Fona, Inc. (the "Company") without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures, normally included in the financial statements prepared in accordance with accounting principles generally accepted in the United States of America, have been condensed or omitted as allowed by such rules and regulations, and the Company believes that the disclosures are adequate to make the information presented not misleading. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and changes in financial position at September 30, 2011 and for all periods presented, have been made. It is suggested that these statements be read in conjunction with the December 31, 2010 audited financial statements and the accompanying notes included in the Company's Registration on Form 10-K, filed with the Securities and Exchange Commission. (2) Basis of Presentation The accompanying financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America, which contemplates continuation of the Company as a going concern. However, the Company has negative working capital and stockholders' deficits and no active business operations, which raises substantial doubt about its ability to continue as a going concern. In view of these matters, realization of certain of the assets in the accompanying balance sheet is dependent upon continued operations of the Company, which in turn is dependent upon the Company's ability to meet its financial requirements, raise additional capital, and the success of its future operations. However, the Company has sustained losses from operations and has net capital and working capital deficits, which raises substantial doubt about its ability to continue as a going concern. Management has opted to resume the filing of Securities and Exchange Commission (SEC) reporting documentation and then to seek a business combination. Management believes that this plan provides an opportunity for the Company to continue as a going concern. (3) Development Stage Company Based upon the Company's business plan, it is a development stage enterprise since planned principal operations have not yet commenced. Accordingly, the Company presents its financial statements in conformity with the accounting principles generally accepted in the United States of America that apply in establishing operating enterprises. As a development stage enterprise, the Company discloses the deficit accumulated during the development stage and the cumulative statements of operations and cash flows from commencement of development stage to the current balance sheet date. The development stage began August 1, 2008 when it commenced activities to become a reporting company with the Securities and Exchange Commission with the intention of becoming a publicly traded company. 8
FONA, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS September 30, 2011 (Unaudited) (4) Common Stock Pursuant to the Articles of Incorporation as amended, the Company is authorized to issue 780,000,000 common shares with $.001 par value. As of September 30, 2011, there were 7,894,111 shares of common stock issued and outstanding. (5) Related Party Transactions At September 30, 2011 and December 31, 2010, the Company owed $45,662 and $21,665, respectively, to related parties for expenses of the Company. An affiliate of Sanford Schwartz was owed $40,173 and $16,177 at September 30, 2011 and December 31, 2010 respectively, and affiliates of Nick T. Boosalis were owed $5,488 at September 30, 2011 and December 31, 2010. The advances are loans that are uncollateralized, bear no interest and are due on demand. The Company uses the offices of its President for its mailing address and minimal office facility needs for no consideration. No provision for these costs has been provided since it has been determined that they are minimal. (6) Subsequent Events The Company has evaluated all subsequent events from September 30, 2011 through the date of issuance of the financial statements and found no items requiring disclosure. 9
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The Company generated no revenues during the period ended September 30, 2011, and management does not anticipate any revenues until following the conclusion of a merger or acquisition, if any, as contemplated by the Company's business plan. The Company has limited capital. The Company anticipates operational costs will be limited until such time as significant evaluation work is undertaken regarding prospective mergers or acquisitions. It is the belief of management that sufficient working capital necessary to support and preserve the integrity of the corporate entity will be available. However, there is no legal obligation for management to provide additional future funding. The Company has not identified any alternative sources for capital; consequently, there is substantial doubt about the Company's ability to continue as a going concern. At September 30, 2011, the Company had no material commitments for capital expenditures. ITEM 3 QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Not required by smaller reporting companies. ITEM 4 CONTROLS AND PROCEDURES (a) Evaluation of disclosure controls and procedures. Under the supervision and with the participation of the Company's management, including the principal executive officer and principal financial officer, as of the end of the period covered by this report, the Company conducted an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures, as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act. The Company's disclosure controls and procedures are designed to provide reasonable assurance that the information required to be included in the Company's reports to the Commission is recorded, processed, summarized and reported within the time periods specified in Commission rules and forms and to provide reasonable assurance that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. Based on this evaluation, the Company's principal executive officer and principal financial officer concluded that, as of the period covered by this report, the Company's disclosure controls and procedures are effective at these reasonable assurance levels. Our internal control system is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States. There is no assurance that our disclosure controls or our internal controls over financial reporting can prevent all errors. An internal control system, no matter how well designed and operated, has inherent limitations, including the possibility of human error. Because of the inherent limitations in a cost-effective control system, misstatements due to error may occur and not be detected. We monitor our disclosure controls and internal controls and make modifications as necessary. Our intent in this regard is that our disclosure controls and our internal controls will improve as systems change and conditions warrant. (b) Changes in internal controls. Our Certifying Officers have indicated that there were no changes in our internal controls over financial reporting or other factors during the three months ended September 30, 2011, that could significantly affect such controls subsequent to the date of his evaluation, and there were no such control actions with regard to significant deficiencies and material weaknesses. 10
PART II. OTHER INFORMATION Item 1. Legal Proceedings None. Item 1A. Risk Factors Not required by smaller reporting companies. Item 2. Unregistered Sale of Equity Securities and Use of Proceeds None during the three-month period covered by this report. Item 3. Defaults upon Senior Securities None. Item 4. Submission of Matters to a Vote of Security Holders None during the three-month period covered by this report. Item 5. Other Information None. Item 6. Exhibits Exhibit 31 Rule 13a-14(a)/15d-14(a) Certifications Exhibit 32 Section 1350 Certifications 11
SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this quarterly report to be signed on its behalf by the undersigned, thereunto duly authorized. REGISTRANT Fona, Inc. BY(Signature) /s/ Michael Friess (Name and Title) Michael Friess, Chairman of the Board, President and Chief Executive Officer (Date) November 2, 2011 BY(Signature) /s/ Chloe DiVita (Name and Title) Chloe DiVita, Treasurer, Secretary, Director and Chief Financial Officer (Date) November 2, 2011 BY(Signature) /s/ Sanford Schwartz (Name and Title) Sanford Schwartz, Director, (Date) November 2, 2011 1