##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 (Mark One)
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2009
 o
    
    TRANSITION REPORT PURSUANT TO 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 of incorporation or 
organization)
    
    (IRS Employer Identification No.)320 South WaltonDallas, Texas
    
    75226(Address of principal executive offices)
    
    (Zip code)
 (214) 744-8801
 
  
  þ o
 Yes
o No
o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller reporting company þ
 o þ




---



##### 



IMMEDIATEK, INC.
 TABLE OF CONTENTS
 PageIntroduction
    
    
    1Trademarks and Service Marks
    
    
    1Market and Industry Data and Forecasts
    
    
    1Forward-Looking Statements
    
    
    1Part I  Unaudited Financial Information
    
    
    3Item 1. Unaudited Financial Statements
    
    
    3Unaudited Condensed Consolidated Balance Sheets at March 31, 2009 and December 31, 2008
    
    
    3Unaudited Condensed Consolidated Statements of Operations for the three months ended March 31, 2009 and 2008
    
    
    4Unaudited Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2009 and 2008
    
    
    5Notes to Unaudited Condensed Consolidated Financial Statements
    
    
    6Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    10Item 3. Quantitative and Qualitative Disclosures about Market Risk
    
    
    17Item 4T. Controls and Procedures
    
    
    17Part II  Other Information
    
    
    19Item 6. Exhibits
    
    
    19Signatures
    
    
    S-1Exhibit 31.1Exhibit 32.1
   i




---



##### Table of Contents



INTRODUCTION
  
 TRADEMARKS AND SERVICE MARKS
  
 MARKET AND INDUSTRY DATA AND FORECASTS
  
 FORWARD-LOOKING STATEMENTS
  
    
    our inability to continue as a going concern;
 
    
    our history of losses, which are likely to continue;
 
    
    our inability to utilize the funds received in a manner that is accretive;
 
    
    our inability to generate sufficient funds from operating activities to fund
operations;
 
    
    difficulties in developing and marketing new products;
 
    
    inability to locate lines of business to acquire or, if acquired, to integrate
them;
 
    
    inability to execute our growth and acquisition strategy;
 
    
    dependence on third-party contractors and third-party platforms and websites; and
 
    
    general economic conditions, including among others, the pronounced recession,
rising employment and major bank failures and unsettled capital markets.
  1




---



##### Table of Contents



2




---



##### Table of Contents



PART I  UNAUDITED FINANCIAL INFORMATION
 
 Item 1. Unaudited Financial Statements.
 Immediatek, Inc.
 
 Unaudited Condensed Consolidated Balance Sheets
 March 31,
    
    
    December 31,2009
    
    
    2008AssetsCurrent assets:Cash
    
    $
    788,319
    
    
    $
    223,651Accounts receivable (including $14,164 and $7,859 due from a related party
at March 31, 2009 and December 31, 2008, respectively)
    
    
    14,164
    
    
    
    7,911Prepaid expenses and other current assets
    
    
    18,827
    
    
    
    2,650Total current assets
    
    
    821,310
    
    
    
    234,212Fixed assets, net
    
    
    2,065
    
    
    
    3,857Assets held for sale
    
    
    
    
    
    
    7,595Total Assets
    
    $
    823,375
    
    
    $
    245,664Liabilities, Preferred Stock and Stockholders DeficitCurrent liabilities:Accounts payable (including $6,666 and $2,308 due to related parties at March 31, 2009
and December 31, 2008, respectively)
    
    $
    25,401
    
    
    $
    2,308Accrued liabilities
    
    
    3,676
    
    
    
    3,245Note payable  related party
    
    
    750,000
    
    
    
    Total current liabilities
    
    
    779,077
    
    
    
    5,553Series A convertible preferred stock (conditionally redeemable); $0.001 par value
4,392,286 authorized, issued and outstanding at March 31, 2009 and
December 31, 2008; redemption/liquidation preference value of $3,000,000
    
    
    3,000,000
    
    
    
    3,000,000Series B convertible preferred stock (conditionally redeemable); $0.001 par value
69,726 authorized, issued and outstanding at March 31, 2009
December 31, 2008; redemption/liquidation preference value of $500,000
    
    
    500,000
    
    
    
    500,000Stockholders deficit:Common stock, $0.001 par value, 500,000,000 shares
authorized and 535,321 shares issued and outstanding
at March 31, 2009 and December 31, 2008
    
    
    535
    
    
    
    535Additional paid in capital
    
    
    131,602
    
    
    
    121,102Accumulated deficit
    
    
    (3,587,839
    )
    
    
    (3,381,526
    )Total stockholders deficit
    
    
    (3,455,702
    )
    
    
    (3,259,889
    )Total Liabilities, Preferred Stock and Stockholders Deficit
    
    $
    823,375
    
    
    $
    245,664
   3




---



##### Table of Contents



Immediatek, Inc.
 
 Unaudited Condensed Consolidated Statements of Operations
 For the Three Months EndedMarch 31,2009
    
    
    2008Revenues
    
    $
    62
    
    
    $
    Cost of sales
    
    
    
    
    
    
    Gross margin
    
    
    62
    
    
    
    Expenses:General and administrative expenses
    
    
    13,016
    
    
    
    16,804Consulting services
    
    
    
    
    
    
    13,100Consulting services  related party
    
    
    10,500
    
    
    
    10,500Professional fees
    
    
    42,574
    
    
    
    86,182Salaries and benefits
    
    
    148,687
    
    
    
    159,703Depreciation and amortization
    
    
    1,793
    
    
    
    7,262Gain on sale of assets held for sale
    
    
    (54
    )
    
    
    (687
    )Total expenses
    
    
    216,516
    
    
    
    292,864Net operating loss
    
    
    (216,454
    )
    
    
    (292,864
    )Other income (expense):Other income  related party
    
    
    10,458
    
    
    
    7,525Interest income
    
    
    115
    
    
    
    2,392Interest expense  related party
    
    
    (432
    )
    
    
    Net loss
    
    $
    (206,313
    )
    
    $
    (282,947
    )Weighted average number of common shares
outstanding  basic and fully diluted
    
    
    535,321
    
    
    
    535,321Basic and diluted loss per common share
    
    $
    (0.39
    )
    
    $
    (0.53
    )
   4




---



##### Table of Contents



Immediatek, Inc.
 
 Unaudited Condensed Consolidated Statements of Cash Flows
 For the Three Months EndedMarch 31,2009
    
    
    2008Cash flows from operating activitiesNet loss
    
    $
    (206,313
    )
    
    $
    (282,947
    )Adjustments to reconcile net loss to net
cash used in operating activities:Depreciation and amortization
    
    
    1,793
    
    
    
    7,262Non-cash consulting expense  related party
    
    
    10,500
    
    
    
    10,500Gain on sale of assets held for sale
    
    
    (54
    )
    
    
    (687
    )Changes in operating assets and liabilities:Accounts receivable
    
    
    (6,253
    )
    
    
    (4,003
    )Prepaid expenses and other current assets
    
    
    (16,179
    )
    
    
    (9,485
    )Accounts payable
    
    
    23,093
    
    
    
    36,023Accrued liabilities
    
    
    432
    
    
    
    1,796Net cash used in operating activities
    
    
    (192,981
    )
    
    
    (241,541
    )Cash flows from investing activitiesProceeds from sale of assets held for sale
    
    
    7,649
    
    
    
    740Net cash provided by investing activities
    
    
    7,649
    
    
    
    740Cash flows from financing activitiesProceeds from issuance of promissory note to related party
    
    
    750,000
    
    
    
    Net cash provided by financing activities
    
    
    750,000
    
    
    
    Net increase (decrease) in cash
    
    
    564,668
    
    
    
    (240,801
    )Cash  beginning
    
    
    223,651
    
    
    
    589,787Cash  ending
    
    $
    788,319
    
    
    $
    348,986Supplemental disclosures:Interest paid
    
    $
    
    
    
    $
    Income taxes paid
    
    $
    
    
    
    $
    
   5




---



##### Table of Contents



IMMEDIATEK, INC.
 
 NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 MARCH 31, 2009
 NOTE 1  DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Description of Business:
 ® ®
 Going Concern:
 Basis of Presentation:
  Management Estimates and Significant Risks and Uncertainties:
  6




---



##### Table of Contents



IMMEDIATEK, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2009
  
    
    our inability to continue as a going concern;
 
    
    our history of losses, which are likely to continue;
 
    
    our inability to utilize the funds received in a manner that is accretive;
 
    
    our inability to generate sufficient funds from operating activities to fund
operations;
 
    
    difficulties in developing and marketing new products;
 
    
    inability to locate lines of business to acquire or, if acquired, to integrate
them;
 
    
    inability to execute our growth and acquisition strategy;
 
    
    dependence on third-party contractors and third-party platforms and websites; and
 
    
    general economic conditions, including among others, the pronounced recession,
rising employment and major bank failures and unsettled capital markets.
 Business Segments:
 Cash and Cash Equivalents:
 Fair Value of Financial Instruments:
 Net Loss per Share:
 Comprehensive Loss:
 NOTE 2  GOING CONCERN
    7




---



##### Table of Contents



IMMEDIATEK, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2009
    NOTE 3  RELATED PARTY TRANSACTIONS
 Demand
Promissory Note:
 Consulting
Agreement:
 Office
Space:
 Consulting
Agreement:
  8




---



##### Table of Contents



IMMEDIATEK, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2009
 Management
Services Agreement:
  9




---



##### Table of Contents



Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 Overview
  
    
    Recent Developments  a description of important events that have recently
occurred.
 
    
    Our Business  a general description of our business, our objectives, our areas of
focus and the challenges and risks of our business.
 
    
    Critical Accounting Policies and Estimates  a discussion of accounting policies
that require critical judgments and estimates.
 
    
    Operations Review  an analysis of our consolidated results of operations for the
periods presented in this Quarterly Report on Form 10-Q.
 
    
    Liquidity, Capital Resources and Financial Position  an analysis of our cash flows
and debt and contractual obligations; and an overview of our financial condition.
 Recent Developments
 Action by written consent in lieu of annual meeting
 Our Business
 General
      10




---



##### Table of Contents



History of Operating Losses
  For the Three Months Ended March 31,2009
    
    
    2008(unaudited)
    
    
    (unaudited)Net loss
    
    $
    (206,313
    )
    
    $
    (282,947
    )Net cash used in operating activities
    
    $
    (192,981
    )
    
    $
    (241,541
    )
    11




---



##### Table of Contents



Our Objectives
  Areas of Focus
 RadicalBuy  Successful Roll-Out and Improvement
 RadicalBuy  Increase Users and Transactions
 Acquisitions
 Challenges and Risks
 see
 Utilizing Funds on Hand in a Manner that is Accretive
 Dependence on Third-Party Platforms
 Growing Users and Listed Item
 Competition
    12




---



##### Table of Contents



Critical Accounting Policies and Estimates
  
    
    Convertible Securities. From time to time, we have issued, and in the future may
issue, convertible securities with beneficial conversion features. We account for
these convertible securities in accordance with Emerging Issues Task Force, or EITF,
Issue No. 98-5, Accounting for Convertible Securities with Beneficial Conversion
Features or Contingently Adjustable Conversion Ratios(EITF 98-5) and EITF 00-27,
Application of Issue No. 98-5 to Certain Convertible Instruments.
 
    
    Revenue Recognition. With respect to RadicalBuy, revenues are recognized when
evidence of an arrangement exists, the fee is fixed and determinable, no significant
obligation remains and collection of the receivable is reasonably assured. RadicalBuy
generates transaction revenues from final value and feature fees. Feature fee revenues
are recognized ratably over the estimated period of the feature, while revenues
related to final value fees are recognized at the time that the transaction is
successfully concluded. A transaction is considered successfully concluded when at
least one buyer has offered to purchase the item. To date, minimal revenues have been
generated from RadicalBuy.
   13




---



##### Table of Contents



Operations Review
 The Three Months Ended March 31, 2009 Compared to the Three Months
Ended March 31, 2008
 For the Three Months EndedMarch 31,
    
    
    2009 vs 20082009
    
    
    2008
    
    

    Change
    
    
    % Change(unaudited)
    
    
    (unaudited)Revenues
    
    $
    62
    
    
    $
    
    
    
    $
    62
    
    
    
    100
    %General and administrative expenses
    
    
    13,016
    
    
    
    16,804
    
    
    
    (3,788
    )
    
    
    (23
    )Consulting services- related party
    
    
    
    
    
    
    13,100
    
    
    
    (13,100
    )
    
    
    (100
    )Non-cash consulting expense  related party
    
    
    10,500
    
    
    
    10,500
    
    
    
    
    
    
    
    Professional fees
    
    
    42,574
    
    
    
    86,182
    
    
    
    (43,608
    )
    
    
    (51
    )Salaries and benefits
    
    
    148,687
    
    
    
    159,703
    
    
    
    (11,016
    )
    
    
    (7
    )Depreciation and amortization
    
    
    1,793
    
    
    
    7,262
    
    
    
    (5,469
    )
    
    
    (75
    )Gain on sale of assets held for sale
    
    
    (54
    )
    
    
    (687
    )
    
    
    633
    
    
    
    (92
    )Total expenses
    
    
    216,516
    
    
    
    292,864
    
    
    
    (76,348
    )
    
    
    (26
    )Net operating loss
    
    
    (216,454
    )
    
    
    (292,864
    )
    
    
    76,410
    
    
    
    26Other income  related party
    
    
    10,458
    
    
    
    7,525
    
    
    
    2,933
    
    
    
    39Interest income
    
    
    115
    
    
    
    2,392
    
    
    
    (2,277
    )
    
    
    (95
    )Interest expense  related party
    
    
    (432
    )
    
    
    
    
    
    
    (432
    )
    
    
    100Net loss
    
    $
    (206,313
    )
    
    $
    (282,947
    )
    
    $
    76,634
    
    
    
    27
    %Weighted average number of common shares
outstanding  basic and fully diluted
    
    
    535,321
    
    
    
    535,321
    
    
    
    
    
    
    
    
    %Basic and diluted loss per common share
    
    $
    (0.39
    )
    
    $
    (0.53
    )
    
    $
    0.14
    
    
    
    26
    %
 Revenues
 General and Administrative Expense
 Consulting Services
 Professional Fees
  14




---



##### Table of Contents



Salaries and Benefits
 Other Income  Related Party.
 Interest Income
 Liquidity and Capital Resources and Financial Position
 General
      15




---



##### Table of Contents



Operating Activities
 Investing Activities
 Financing Activities
 Indebtedness
  Contractual Obligations and Commercial Commitments
  Payments due by periodContractual Obligations
    
    Total
    
    
    Less than 1 year
    
    
    1-3 yearsSublease (a)
    
    $
    8,100
    
    
    $
    8,100
    
    
    $
    Total:
    
    $
    8,100
    
    
    $
    8,100
    
    
    $
    
 
 (a)
    
    On February 21, 2007, we entered into a Sublease with HDNet LLC for $900 per month,
utilities included, that commenced on March 1, 2007. This sublease was renewed in
February 2008 and expires December 31, 2009. Liquidity
   16




---



##### Table of Contents



Item 3. Quantitative and Qualitative Disclosures about Market Risk
  
 Item 4T. Controls and Procedures
 Evaluation of Disclosure Controls and Procedures
  
 
 
 
 
 
 
    17




---



##### Table of Contents



Changes in Internal Controls
  Limitations on the Effectiveness of Controls
    18




---



##### Table of Contents



PART II  OTHER INFORMATION
 
 Item 6. Exhibits.
  ExhibitNumber
    
    Description of Exhibit3.1
    
    
    Amended and Restated Articles of Incorporation of the Registrant,
dated as of June 2, 2006 and filed with the Secretary of State of
the State of Nevada on June 5, 2006 (filed as Exhibit 3.1 to the
Registrants Quarterly Report on Form 10-QSB for quarter ended
March 31, 2006 (filed on June 26, 2006) and incorporated herein by
reference).3.2
    
    
    Bylaws of the Registrant (filed as Exhibit 3.2 to the Registrants
Annual Report on Form 10-KSB for year ended December 31, 2005
(filed on May 11, 2006) and incorporated herein by reference).4.1
    
    
    Form of common stock certificate of the Registrant (filed as
Exhibit 4.1 to the Registrants Annual Report on Form 10-KSB for
year ended December 31, 2005 (filed on May 11, 2006) and
incorporated herein by reference).4.2
    
    
    Certificate of Designation, Rights and Preferences of Series A
Convertible Preferred Stock of the Registrant, dated as of June 2,
2006 and filed with the Secretary of State of the State of Nevada
on June 5, 2006 (filed as Exhibit 4.7 to the Registrants
Quarterly Report on Form 10-QSB for quarter ended March 31, 2006
(filed on June 26, 2006) and incorporated herein by reference).4.3
    
    
    Form of stock certificate for Series A Convertible Preferred Stock
(filed as Exhibit 4.8 to the Registrants Quarterly Report on Form
10-QSB for quarter ended March 31, 2006 (filed on June 26, 2006)
and incorporated herein by reference).4.4
    
    
    Certificate of Designation, Rights and Preferences of Series B
Convertible Preferred Stock of the Registrant, dated as of July
18, 2008 and filed with the Secretary of State of the State of
Nevada on July 18, 2008 (filed as Exhibit 4.4 to the Registrants
Annual Report on Form 10-K for year ended December 31, 2008 (filed
on March 31, 2009) and incorporated herein by reference).4.5
    
    
    Form of stock certificate for Series B Convertible Preferred Stock
(filed as Exhibit 4.5 to the Registrants Annual Report on Form
10-K for year ended December 31, 2008 (filed on March 31, 2009)
and incorporated herein by reference).10.1
    
    
    Agreement for Project Staffing Services, dated February 6, 2009,
by and between Immediatek, Inc. and Silver Cinemas Acquisition Co.
(filed as Exhibit 10.1 to the Registrants Current Report on Form
8-K filed on February 10, 2009 and incorporated herein by
reference).10.2
    
    
    Demand Promissory Note, dated March 25, 2009, issued to
Immediatek, Inc. to the order of Radical Holdings LP (filed as
Exhibit 10.1 to the Registrants Current Report on Form 8-K filed
on March 25, 2009 and incorporated herein by reference).31.1
    *
    
    Certification of Principal Executive Officer and Principal
Financial Officer pursuant to Rule 13a-14(a) of the Securities
Exchange Act.32.1
    *
    
    Certification Required by 18 U.S.C. Section 1350 (as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002).
 
 *
    
    Indicates document filed herewith.  19




---



##### Table of Contents



SIGNATURES
  Date: May 14, 2009
    
    IMMEDIATEK, INC.,a Nevada corporationBy:
    
    /s/ DARIN DIVINIAName:
    
    Darin DiviniaTitle:
    
    Chief Executive Officer(On behalf of the Registrant and as PrincipalExecutive Officer)
  S-1




---



##### Table of Contents



INDEX TO EXHIBITS
 ExhibitNumber
    
    Description of Exhibit3.1
    
    
    Amended and Restated Articles of Incorporation of the Registrant,
dated as of June 2, 2006 and filed with the Secretary of State of
the State of Nevada on June 5, 2006 (filed as Exhibit 3.1 to the
Registrants Quarterly Report on Form 10-QSB for quarter ended
March 31, 2006 (filed on June 26, 2006) and incorporated herein by
reference).3.2
    
    
    Bylaws of the Registrant (filed as Exhibit 3.2 to the Registrants
Annual Report on Form 10-KSB for year ended December 31, 2005
(filed on May 11, 2006) and incorporated herein by reference).4.1
    
    
    Form of common stock certificate of the Registrant (filed as
Exhibit 4.1 to the Registrants Annual Report on Form 10-KSB for
year ended December 31, 2005 (filed on May 11, 2006) and
incorporated herein by reference).4.2
    
    
    Certificate of Designation, Rights and Preferences of Series A
Convertible Preferred Stock of the Registrant, dated as of June 2,
2006 and filed with the Secretary of State of the State of Nevada
on June 5, 2006 (filed as Exhibit 4.7 to the Registrants
Quarterly Report on Form 10-QSB for quarter ended March 31, 2006
(filed on June 26, 2006) and incorporated herein by reference).4.3
    
    
    Form of stock certificate for Series A Convertible Preferred Stock
(filed as Exhibit 4.8 to the Registrants Quarterly Report on Form
10-QSB for quarter ended March 31, 2006 (filed on June 26, 2006)
and incorporated herein by reference).4.4
    
    
    Certificate of Designation, Rights and Preferences of Series B
Convertible Preferred Stock of the Registrant, dated as of July
18, 2008 and filed with the Secretary of State of the State of
Nevada on July 18, 2008 (filed as Exhibit 4.4 to the Registrants
Annual Report on Form 10-K for year ended December 31, 2008 (filed
on March 31, 2009) and incorporated herein by reference).4.5
    
    
    Form of stock certificate for Series B Convertible Preferred Stock
(filed as Exhibit 4.5 to the Registrants Annual Report on Form
10-K for year ended December 31, 2008 (filed on March 31, 2009)
and incorporated herein by reference).10.1
    
    
    Agreement for Project Staffing Services, dated February 6, 2009,
by and between Immediatek, Inc. and Silver Cinemas Acquisition Co.
(filed as Exhibit 10.1 to the Registrants Current Report on Form
8-K filed on February 10, 2009 and incorporated herein by
reference).10.2
    
    
    Demand Promissory Note, dated March 25, 2009, issued to
Immediatek, Inc. to the order of Radical Holdings LP (filed as
Exhibit 10.1 to the Registrants Current Report on Form 8-K filed
on March 25, 2009 and incorporated herein by reference).31.1
    *
    
    Certification of Principal Executive Officer and Principal
Financial Officer pursuant to Rule 13a-14(a) of the Securities
Exchange Act.32.1
    *
    
    Certification Required by 18 U.S.C. Section 1350 (as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002).
 
 *
    
    Indicates document filed herewith.  Exhibit Index