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U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
 Form 10-QSB (Mark One) þ
    
    Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act
of 1934
 For the quarterly period ended March 31, 2005.   o
    
    Transition Report under Section 13 or 15(d)of the Exchange Act For the
Transition Period from

 to
   Commission File Number: 000-26073 
 Immediatek, Inc.    Nevada
    
    86-0881193(State or other jurisdiction
    
    (I.R.S. Employerof incorporation)
    
    Identification)
 2435 N. Central Expressway Suite 1610, Richardson, TX
    
    75080(Address of principal executive offices)
    
    (Zip Code)
 Registrants telephone
number, including area code: (972) 852-2876 Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act of 1934 during the past 12 months (or 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 þ No o APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS Check whether the Registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes o No o APPLICABLE ONLY TO CORPORATE ISSUERS Common Stock, $0.001 par
value per share, 500,000,000 shares authorized, as of
March 31, 2005 the issuer had 32,344,655 shares of common stock outstanding. Traditional Small Business Disclosure Format (check one) o þ




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PART I. FINANCIAL INFORMATIONItem 1. Financial Statements
    
    
    3Balance Sheet (unaudited)
    
    
    3Statements of Operations (unaudited)
    
    
    4Statements of Cash Flows (unaudited)
    
    
    5Notes to Financial Statements
    
    
    6-7Item 2. Managements Discussion and Analysis of Plan
of Operation
    
    
    8Item 3. Controls and Procedures
    
    
    10PART II. OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    11Item 2. Changes in Securities and Use of Proceeds
    
    
    11Item 3. Defaults upon Senior Securities
    
    
    11Item 4. Submission of Matters to a Vote
of Security Holders
    
    
    11Item 5. Other Information
    
    
    11Item 6. Exhibits and Reports on Form 8-K
    
    
    11Signatures
    
    
    12CEO & CFO Certification Pursuant to Section 302CEO & CFO Certification Pursuant to Section 906
  2




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PART I. FINANCIAL INFORMATION 
 ITEM 1. FINANCIAL STATEMENTS AND EXHIBITS Immediatek, Inc 
 
 March 31,2005AssetsCurrent assetsCash
    
    $
    50,637Prepaid expenses
    
    
    6,918Total current assets
    
    
    56,398Fixed assets, net
    
    
    533,219Other assetsGoodwill
    
    
    324,142Deposits held
    
    
    5,760Total other assets
    
    
    329,902Total assets
    
    $
    919,519Liabilities and Stockholders (Deficit)Current liabilitiesAccounts payable
    
    $
    347,657Accrued liabilities
    
    
    15,703Accrued interest
    
    
    18,938Accrued compensation
    
    
    7,653Accrued compensation  related party
    
    
    7,000Convertible notes payable
    
    
    999,000Total current liabilities
    
    
    1,395,951Stockholders (deficit):Common stock, $0.001 par value, 500,000,000 shares
authorized, 32,344,655 shares issued and outstanding
    
    
    32,345Additional paid-in-capital
    
    
    5,935,883Accumulated (deficit)
    
    
    (6,434,660
    )(476,432
    )$
    918,519
 The accompanying notes are an integral part of these financial statements. 3




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Immediatek, Inc 
   Three months endedMarch 31,2005
    
    
    2004Revenue
    
    $
    94,076
    
    
    $
    7,933Expenses:Direct costs of services
    
    
    22,409
    
    
    
    3,000Network and infrastructure
    
    
    
    
    
    
    1,753Research and development
    
    
    
    
    
    
    50,000Sales and marketing expense
    
    
    
    
    
    
    58,118Depreciation
    
    
    19,228
    
    
    
    734General and administrative
    
    
    162,960
    
    
    
    108,784Non-cash consulting fees
    
    
    43,680
    
    
    
    Non-cash compensation expense
    
    
    365,407
    
    
    
    Administrative salaries
    
    
    40,293
    
    
    
    18,900Officer salaries
    
    
    35,000
    
    
    
    50,250Total expenses
    
    
    688,978
    
    
    
    291,539Net (loss) from operations
    
    
    (594,901
    )
    
    
    (283,606
    )Other (income):Interest (expense)
    
    
    (12,437
    )
    
    
    Net (loss)
    
    $
    (607,339
    )
    
    $
    (283,606
    )Weighted average number of
Common shares outstanding  basic and
fully diluted
    
    
    30,689,455
    
    
    
    22,958,218Net (loss) per share  basic and fully diluted
    
    $
    (0.02
    )
    
    $
    (0.01
    )
 The accompanying notes are an integral part of these financial statements. 4




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Immediatek, Inc 
 
 Three months endedMarch 31,2005
    
    
    2004Cash flows from operating activitiesNet (loss)
    
    $
    (607,339
    )
    
    $
    (283,606
    )Depreciation
    
    
    19,228
    
    
    
    734Shares issued for compensation expense
    
    
    365,407Shares issued for consulting and services
    
    
    43,680Adjustment to reconcile net (loss) to
net cash (used) by operating activities:Decrease in accounts receivable
    
    
    73,281
    
    
    
    Decrease in prepaid expenses
    
    
    1,251
    
    
    
    Decrease in deposits
    
    
    8,000
    
    
    
    Increase (decrease) in accounts payable
    
    
    789
    
    
    
    (14,196
    )Increase (decrease) in accrued liabilities
    
    
    (28,466
    )
    
    
    18,540Increase in accrued interest
    
    
    11,604
    
    
    
    Increase in accrued compensation
    
    
    7,653
    
    
    
    Increase in accrued compensation  related party
    
    
    7,000
    
    
    
    Net cash (used) by operating activities
    
    
    (97,912
    )
    
    
    (278,528
    )Cash flows from investing activitiesPurchase of fixed assets
    
    
    
    
    
    
    (19,097
    )Net cash (used) by investing activities
    
    
    
    
    
    
    (19,097
    )Cash flows from financing activitiesPayments on notes payable
    
    
    (298,000
    )
    
    
    Proceeds from notes payable
    
    
    425,000
    
    
    
    Proceeds from subscriptions payable
    
    
    
    
    
    
    305,300Net cash provided by financing activities
    
    
    127,000
    
    
    
    305,300Net increase (decrease) in cash
    
    
    29,088
    
    
    
    7,675Cash  beginning
    
    
    21,550
    
    
    
    118,562Cash  ending
    
    $
    50,638
    
    
    $
    126,237Supplemental disclosures:Interest paid
    
    $
    833
    
    
    $
    Income taxes paid
    
    $
    
    
    
    $
    Number of shares issued for consulting
    
    
    64,000
    
    
    
    Number of shares issued for compensation
    
    
    2,025,000
    
    
    
    
 The accompanying notes are an integral part of these financial statements. 5




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Immediatek, Inc. 
  Note 1  Basis of Presentation The consolidated interim financial statements included herein, presented in accordance with United
States generally accepted accounting principles and stated in US dollars, have been prepared by the
Company, without audit, pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included in financial statements
prepared in accordance 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 statements reflect all adjustments, consisting of normal recurring adjustments, which, in the
opinion of management, are necessary for fair presentation of the information contained therein.
It is suggested that these consolidated interim financial statements be read in conjunction with
the financial statements of the Company for the year ended December 31, 2004 and notes thereto
included in the Companys 10-KSB annual report. The Company follows the same accounting policies
in the preparation of interim reports. Results of operations for the interim periods are not indicative of annual results. Note 2  Going concern The Companys financial statements are prepared using the generally accepted accounting principles
applicable to a going concern, which contemplates the realization of assets and liquidation of
liabilities in the normal course of business. However, the Company has not generated significant
revenues. In order to obtain the necessary capital, the Company has raised funds via private
placement offering. If the securities offering does not provide sufficient capital, some of the
shareholders of the Company have agreed to provide sufficient funds as a loan over the next
twelve-month period. However, the Company is dependent upon its ability to secure equity and/or
debt financing and there are no assurances that the Company will be successful, without sufficient
financing it would be unlikely for the Company to continue as a going concern. Note 3  Asset acquisition On February 28, 2005, the Company entered into an Asset Purchase Agreement with Moving Records,
LLC, (MR) a private company established and operated in the State of Minnesota. Pursuant to the
agreement, the Company acquired recording equipment valued at $258,043 and agreed to assume a total
of $120,000 in debt from MR under separate promissory note and $15,703 in accounts payable, in
exchange for 2,500,000 shares of the Companys $0.001 par value common stock. The fair value of
the Companys common stock on the date of the agreement was $450,000. The difference between the
value of the stock issued and the fair market value of the assets acquired is $365,406, which the
Company expensed as non-cash compensation. Note 4  Fixed assets During the three months ended March 31, 2005, the Company acquired equipment valued at $258,043
pursuant to an Asset Acquisition Agreement. Depreciation expense totaled $19,228 and $734 for the
three months ended March 31, 2005 and 2004, respectively. 6




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Note 5  Accounts payable As of March 31, 2005, the Company had outstanding accounts payable in the amount of $347,657 of
which $289,701 has been outstanding over 90 days. The carrying value of accounts payable
approximates fair value due to the short-term nature of the obligations. Note 6  Note payable On March 15, 2005 the Company entered into a $425,000 Secured Promissory Note and. a
Collateral Assignment and General Security Agreement with Mr. Osias Blum, an individual. The Note
provides for the principal and interest, at the rate of 10% per annum, to be paid on the maturity
date of April 1, 2006 or at an earlier date if the Company is successful in completing an exempt
Regulation D private placement of our common stock of $1,000,000 or more. The Note is secured by
all our tangible and intangible assets other than those assets previously pledged on prior debt
transactions to other secured parties. Note 7  Stockholders equity The Company is authorized to issue 500,000,000 shares of $0.001 par value common stock. On February 28, 2005, the Company issued 2,500,000 shares of its $0.001 par value common stock
pursuant to an Asset Acquisition Agreement. The fair market value of the underlying shares is
$450,000. On March 4, 2005, the Company issued 64,000 shares of its $0.001 par value common stock for
consulting services valued at $7,680. There were no other issuances of common stock during the three months ended March 31, 2005. 7




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Item 2. MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS Immediatek, Inc. is a technology company specializing in cutting-edge software and technology
solutions, specifically geared towards the music and entertainment industry. Utilizing the strength
of its core instant CD product and copy control software, Immediatek expects to become the
leading supplier of live and pre-recorded content through a variety of distribution sources.
On September 18, 2002, Immediatek completed a reverse merger into a non-operating shell
corporation, ModernGroove Entertainment, and the original Immediatek, Inc., a State of Texas
corporation. On November 5, 2002, ModernGroove Entertainment was taken over by Immediateks
management, and the resultant company amended its Articles of Incorporation to rename the Company
Immediatek, Inc. On April 9, 2004, the Company completed the purchase of DiscLive, Inc. a privately held company
that secures contracts with various music artists to record live concert performances, by acquiring
all of the outstanding capital stock for a total purchase price of $600,000. DiscLive, Inc.s
results of operations have been included in the consolidated financial statements since the date of
acquisition The aggregate purchase price consisted of 1,666,667 shares of the Companys common stock valued at
$600,000. The value of the 1,666,667 common shares issued was determined based on the average
market price of the Companys common shares at the time of acquisition. The company allocated
$324,142 of the acquisition price to goodwill and the balance of $275,858 to assets and
liabilities.
On February 28, 2005, the Company entered into an Asset Purchase Agreement with Moving Records,
LLC, (MR) a private company established and operated in the State of Minnesota. Pursuant to the
agreement, the Company acquired recording equipment valued at $258,043 and agreed to assume a total
of $120,000 in debt from MR under separate promissory note and $15,703 in accounts payable, in
exchange for 2,500,000 shares of the Companys $0.001 par value common stock. The fair value of
the Companys common stock on the date of the agreement was $450,000. The difference between the
value of the stock issued and the fair market value of the assets acquired is $365,406, which the
Company expensed as non-cash compensation. During the period January 1, 2005 through March 31, 2005, the Company generated $94,076 in revenues
and incurred a net loss of $(607,339), or a loss of $0.02 per share. The majority of this loss was
a result of non-cash compensation expenses paid in common stock. As of March 31, 2005, the Company
had $50,637 in cash reserves. The Companys ability to continue as a going concern is contingent upon the successful marketing
and continued rollout of its DiscLive product, completion of additional financing arrangements, and
the development of its software and technology solutions to achieve and maintain profitable
operations. Management plans to raise equity capital to finance the operating and capital
requirements of the Company. Amounts raised will be used to further development of the Companys
products, to provide financing for marketing and promotion, to secure additional property and
equipment and for other working capital purposes. While the Company is expending its best efforts
to achieve the above plans, there is no assurance that any such activity will generate funds that
will be available for operations. These conditions raise substantial doubt about the Companys ability to continue as a going
concern. The Companys financial statements do not include any adjustments related to the
recoverability and classification of recorded asset amounts or the amounts and classification of
liabilities that may be necessary should the Company be unable to continue in existence. 8




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The Company has a limited operating history upon which an evaluation of the Company, its current
business and its prospects can be based. The Companys prospects must be considered in light of the
risks, uncertainties, expenses and difficulties frequently encountered by companies in their early
stages. Such risks include, the companys inability to anticipate and adapt to a developing market,
the failure of the companys infrastructure, changes in laws that adversely affect the companys
business, the ability of the Company to manage its operations, including the amount and timing of
capital expenditures and other costs relating to the expansion of the companys operations, the
introduction and development of different or more extensive communities by direct and indirect
competitors of the Company, including those with greater financial, technical and marketing
resources, the inability of the Company to attract, retain and motivate qualified personnel and
general economic conditions. Results of Operations The Company has generated $94,076 in revenues from January 1, 2005 through March 31, 2005, an
increase of $86,143 from its previous year. The Company experienced net losses of $(607,339) or a
net loss of $(0.02) per share in the first quarter of 2005 compared to losses of $(283,606) or a
net loss of $(0.01) per share in for the same period in 2004. For the first quarter ended, the
Company incurred costs of services and operating expenses, which amounted to $688,978. As of March
31, 2005, the Company had $50,637 in cash reserves. Plan of Operation Immediatek has several key products, although our focus will be the DiscLive product, since it
represents the immediate opportunity to grow and establish market share and revenue  as well as
providing a launching pad for Immediateks other products. DiscLive provides a very unique and exciting service in both the wholesale and retail markets. The
Companys clients are typically recording artists, managers and labels, and more recently, venues.
The Company provides, on a large scale, the instant recording of live events made available to
attendees immediately succeeding an event. The Company makes this possible through its custom
mobile recording and manufacturing facilities acquired in the acquisition of DiscLive, Inc. The
rigs as they are called are comprised of proprietary software, custom-designed hardware,
intellectual property, and trade secrets, which have enabled DiscLive to become the first company
to successfully implement such a product on a broad scale. In connection with the on-site sales
opportunities, there are extensions to the base distribution model in which many more opportunities
to grow through offering content on the Internet, via USB key chain devices, and popular player
devices such as Apples iPod. Additionally, through the increased venue presence of DiscLive, the brand has become more
recognized and the Company has identified a new demand for DiscLive systems which can be
installed into venues, and which enable venues to produce live discs of their events with some
services provided by DiscLive. The Company plans to capture additional revenues through the sale of
hardware, maintenance contracts, and per disc royalty fees at permanent venue locations. The
Company also expects to generate revenue through ancillary services such as blank product,
e-commerce, and all other production requirements that a venue would need to successfully implement
our product. The company expects to act swiftly to increase its bandwidth in order to handle multiple tours and
venue installations. By continuing to improve the brand, speed up the processes, offer new
innovations such as instant DVDs and USB key chain products, DiscLive will continue to gain
market share. As the company continues to gain momentum, we will springboard off of the original
Immediatek NetBurn Secure technology to offer artists and labels true end-to-end secure
products  helping to reduce piracy and bootlegging and to preserve artist and label revenues. 9




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Liquidity and Capital Resources The Company is authorized to issue 500,000,000 shares of its $0.001 par value common stock. The
Company is authorized to issue 5,000,000 shares of preferred stock at a par value of $0.001. The Company could be required to secure additional financing to fully implement its entire business
plan. There are no guarantees that such financing will be available to the Company, or if
available, will be on terms and conditions satisfactory to management. The Company does not have any preliminary agreements or understandings between the company and its
stockholders/officers and directors with respect to loans or financing to operate the company. The
Company currently has no arrangements or commitments for accounts and accounts receivable
financing. There can be no assurance that any such financing can be obtained or, if obtained, that
it will be on reasonable terms. On March 31, 2005, the Company had 32,344,655 shares of its $0.001 par value common stock issued
and outstanding. On February 28, 2005, the Company issued 2,500,000 shares of its $0.001 par value common stock
pursuant to an Asset Acquisition Agreement. The fair market value of the underlying shares is
$450,000. On March 4, 2005, the Company issued 64,000 shares of its $0.001 par value common stock for
consulting services valued at $7,680. There were no other issuances of common stock during the three months ended March 31, 2005. 
 Item 3. Controls and Procedures Within the 90 days prior to the date of this report, we carried out an
evaluation, under the supervision and with the participation of our management,
including our Chief Executive Officer and Chief Financial Officer, of the
effectiveness of the design and operation of our disclosure controls and
procedures pursuant to Securities Exchange Act Rule 13a-14. Based upon that
evaluation, our Chief Executive Officer and Chief Financial Officer concluded
that our disclosure controls and procedures are effective in timely alerting
them to material information relating to us (including our consolidated
subsidiaries) required to be included in our periodic SEC filings. There have
been no significant changes in our internal controls or in other factors that
could significantly affect internal controls subsequent to the date of their
evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses. 10




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PART II OTHER INFORMATION 
 ITEM 1. Legal Proceedings There are currently no material legal proceedings pending. 
 ITEM 2. Changes in Securities and Use of Proceeds On February 28, 2005, we issued 2,500,000 shares of its $0.001 par value common stock pursuant to
an Asset Acquisition Agreement whereby we purchased certain equipment to use in our DiscLive
business. The acquisition involved the purchase of certain electronic equipment only and did not
result in the acquisition of employees or a line of business. A previous press release by the
Company stated that we acquired employees as part of the agreement and was in error. The fair
market value of the underlying shares is $450,000. On March 4, 2005, the Company issued 64,000 shares of its $0.001 par value common stock for
consulting services valued at $7,680. 
 ITEM 3. Defaults upon Senior Securities None. 
 ITEM 4. Submission of Matters to a Vote of Security Holders During the quarter ended March 31, 2005, no matters were submitted to the Companys security
holders. 
 ITEM 5. Other Information None. 
 ITEM 6. Exhibits and Reports on Form 8-K (a) Exhibits ExhibitNumber
    
    Title of Document31.1 Chief Executive and Chief Financial Officer-Section 302 Certification pursuant to
Section 302 Sarbanes-Oxley Act.32.1 Chief Executive and Chief Financial Officer-Section 906 Certification pursuant to
Section 902 Sarbanes-Oxley Act.
 (b) Reports on Form 8-K 1. Report on Form 8K filed with the Commission on April 14, 2005 concerning items 1.01, and
9.01. 11




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SIGNATURES In accordance with Section 12 of the Securities Exchange Act of 1934, the
registrant caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized. Immediatek, Inc.(Registrant)Dated: May 16, 2005
    
    By:
    
    /s/ Zach BairZach BairChairman of the BoardChief Executive and Financial Officer
 In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the Registrant and in the capacities and on the
dates indicated. IMMEDIATEK, INC.Date: May 16, 2005
    
    By:
    
    /s/ Zach BairZach BairChief Executive and Financial Officer
 12