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EX-32 - EXHIBIT 32 - Digital Development Partners, Inc.v466264_ex32.htm
EX-31.2 - EXHIBIT 31.2 - Digital Development Partners, Inc.v466264_ex31-2.htm
EX-31.1 - EXHIBIT 31.1 - Digital Development Partners, Inc.v466264_ex31-1.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

x Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act Of 1934

 

For the quarterly period ended March 31, 2017

 

¨ Transition Report Under Section 13 or 15(d) of the Securities Exchange Act Of 1934

 

For the transition period from __________ to __________

 

Commission File Number:    000-52828

 

DIGITAL DEVELOPMENT PARTNERS, INC.

(Exact name of registrant as specified in its charter)

 

NEVADA   98-0521119
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)

 

17800 Castleton St., Suite 300

City of Industry, CA 91748
(Address of principal executive offices, including Zip Code)

 

(626) 581-3335

(Issuer’s telephone number, including area code)

 

 

(Former name or former address if changed since last report)

 

Check 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.     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 (§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 small reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “non-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

 

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

 

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 85,970,665 shares of common stock as of April 25, 2017.

 

 

 

 

Digital Development Partners, Inc.
Balance Sheets

(Unaudited)

 

   March 31,   December 31, 
   2017   2016 
         
ASSETS          
Current Assets          
Cash  $8,438   $14,513 
Total current assets   8,438    14,513 
           
Total Assets  $8,438   $14,513 
           
LIABILITIES AND STOCKHOLDERS’ DEFICIT          
Current Liabilities          
Accounts Payable  $163,500   $152,217 
Related Party Loan Payable   660,000    650,000 
Total current liabilities   823,500    802,217 
           
Total Liabilities   823,500    802,217 
           
Stockholders’ Deficit          
Common Stock, $0.001 par value; authorized 225,000,000 shares; issued and outstanding 85,970,665 shares at March 31, 2017 and December 31, 2016,   85,971    85,971 
Additional Paid-In Capital   7,488,946    7,488,946 
Accumulated Deficit   (8,389,979)   (8,362,621)
           
Total Stockholders’ Deficit   (815,062)   (787,704)
           
Total Liabilities and Stockholders’ Deficit  $8,438   $14,513 

 

The accompanying notes are an integral part of these unaudited financial statements.

 

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DIGITAL DEVELOPMENT PARTNERS, INC.
Statements of Operations
(Unaudited)

 

   For the 
   Three Months Ended 
   March 31, 
   2017   2016 
Operating Expenses          
General and administrative expenses  $19,177   $21,666 
Loss from Operations   (19,177)   (21,666)
           
Other expense          
Interest Expense   (8,181)   (7,192)
Total other expense   (8,181)   (7,192)
           
Net Loss  $(27,358)  $(28,858)
           
Net Loss Per Common Share:          
Basic and Diluted  $(0.00)  $(0.00)
           
Weighted Average Common Shares Outstanding,          
Basic and Diluted:   85,970,665    85,970,665 

 

The accompanying notes are an integral part of these unaudited financial statements.

 

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DIGITAL DEVELOPMENT PARTNERS, INC.
Statements of Cash Flows
 (Unaudited)

 

   For the 
   Three Months Ended 
   March 31, 
   2017   2016 
Cash flows from operating activities:          
Net loss  $(27,358)  $(28,858)
Adjustments to reconcile net loss to net cash used in operating activities:          
Change in operating assets and liabilities:          
Accounts payable and accrued liabilities   11,283    5,840 
Net cash used in operating  activities   (16,075)   (23,018)
           
Cash flows from financing activities:          
Proceeds from related party loans   10,000    20,000 
Net cash provided by financing activities   10,000    20,000 
           
Net decrease in cash   (6,075)   (3,018)
           
Cash, beginning of the period   14,513    12,455 
           
Cash, end of the period  $8,438   $9,437 
           
Supplemental cash flow disclosure:          
Interest paid  $-   $- 
Taxes paid  $-   $- 

 

The accompanying notes are an integral part of these unaudited financial statements.

 

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DIGITAL DEVELOPMENT PARTNERS INC.

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

 

 

1.Basis of Presentation and Nature of Operations

 

The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) for interim financial information and with the instructions to Form 10-Q. Accordingly, they do not include all of the information required by GAAP for complete annual financial statement presentation.

 

These unaudited interim financial statements, as of March 31, 2017 and for the three months ended March 31, 2017 and 2016, reflect all adjustments consisting of normal recurring adjustments, which, in the opinion of management, are necessary to fairly present the Company’s financial position and the results of its operations for the periods presented, in accordance with the accounting principles generally accepted in the United States of America. Operating results for the three months ended March 31, 2017, are not necessarily indicative of the results to be expected for other interim periods or for the full year ending December 31, 2017. These unaudited interim financial statements should be read in conjunction with the financial statements and accompanying notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016, as filed with the Securities Exchange Commission.

 

2.Going Concern

 

The Company’s unaudited interim financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The Company also has a working capital deficit as of March 31, 2017. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

 

The Company’s capital requirements will depend on many factors, including the success of the Company’s researching for new markets. The Company plans to continue financing its operations with cash received from financing activities, more specifically from related party loans.

 

While the Company strongly believes that its capital resources will be sufficient in the near term, there is no assurance that the Company’s future activities will generate sufficient revenues to sustain its operations without additional capital or if additional capital is needed, that such funds, if available, will be obtainable on terms satisfactory to the Company.

 

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3.Related Party Transactions

 

   March 31,   December 31, 
   2017   2016 
           
Loan payable to related party – EFT Holdings, Inc.  $660,000   $650,000 

 

As of March 31, 2017 the Company owed EFT Holdings Inc. $660,000. Advances of $10,000 were received from EFT Holdings during the three months ended March 31, 2017. With the exemption of the recent $10,000 advance, all amounts due EFT Holdings bear interest at 5% per year, are unsecured and are due on demand. The $10,000 loaned during the three months ended March 31, 2017 bears interest at 5% per year, is due in twelve months, and is secured by all of the Company’s future income and receivables.

 

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

 

On February 18, 2010 the Company’s directors approved an agreement between the Company and EFT Holdings, Inc., (“EFT”), whereby EFT agreed to assign its worldwide distribution and servicing rights to a product known as the “EFT-Phone” in exchange for 79,265,000 shares of the Company’s common stock.

 

EFT markets its products through a direct sales organization.  Once a customer of EFT’s makes a minimum purchase of $600 (plus $60 for shipping and handling fees), the customer becomes an “affiliate”.

 

The EFT-Phone is a cell phone which uses the Android Operating System. The phone is manufactured by an unrelated third party. The EFT-Phone has an application that allows EFT’s affiliate base to access all of their back office sites including their Funds Management Account where the affiliate is able to deposit, withdraw and transfer money to another EFT account or to another EFT Affiliate at no cost for the transfer. The EFT-Phone has educational applications and PowerPoint presentation capability for training new affiliates anywhere in the world.

 

The worldwide distribution and servicing rights to the EFT-Phone include the right to sell the EFT-Phone to EFT’s affiliates and others. Servicing includes the collection of service fees for all EFT-Phones worldwide, including monthly fees, usage fees, as well as call forwarding, call waiting, text messaging and video fees. The Company also acquired the rights to distribute all EFT-Phone accessories.

 

Results of Operations

 

The Company did not receive any orders for the EFT phone during the year ended December 31, 2016 or the three months ended March 31, 2017 or three months ended March 31, 2016. The Company has been advised by EFT that due to a significant drop in demand for the EFT phone, EFT has not placed any new orders with the Company. It is the Company’s understanding that EFT has inventory previously purchased from the Company and until sales increase, EFT will not be placing any new orders from the Company. The Company is very concerned regarding this news and is investigating other sources of revenue to mitigate its lack of revenue.

 

Other than the foregoing, the Company does not know of any trends, events or uncertainties that will have, or are reasonably expected to have, a material impact on sales, revenues, expenses or results of operations.

 

Liquidity and Capital Resources

 

The Company does not have any firm commitments from any person to provide the Company with any additional capital. While the Company strongly believes that its capital resources will be sufficient in the near term, there is no assurance that the Company’s activities will generate sufficient revenues to sustain its operations without additional capital or if additional capital is needed, that such funds, if available, will be obtainable on terms satisfactory to the Company.

 

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Item 4.Controls and Procedures.

 

(a)          The Company maintains a system of controls and procedures designed to ensure that information required to be disclosed in reports filed or submitted under the Securities Exchange Act of 1934, as amended (“1934 Act”), is recorded, processed, summarized and reported, within time periods specified in the SEC’s rules and forms and to ensure that information required to be disclosed by the Company in the reports that it files or submits under the 1934 Act, is accumulated and communicated to the Company’s management, including its Principal Executive and Financial Officer, as appropriate to allow timely decisions regarding required disclosure. As of March 31, 2017, the Company’s Principal Executive and Financial Officer evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures. Based on that evaluation, the Principal Executive and Financial Officer concluded that the Company’s disclosure controls and procedures were not effective.

 

(b)          Changes in Internal Control. There were no changes in the Company’s internal control over financial reporting during the quarter ended March 31, 2017, that materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.

 

PART II

 

Item 6.Exhibits

 

Exhibits  
   
31.1 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
   
31.2 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
   
32 Certification pursuant to Section 906 of the Sarbanes-Oxley Act.
   
101.INS XBRL Instance Document
   
101.SCH XBRL Taxonomy Extension Schema
   
101.CAL XBRL Taxonomy Extension Calculation Linkbase
   
101.DEF XBRL Taxonomy Extension Definition Linkbase
   
101.LAB XBRL Taxonomy Extension Label Linkbase
   
101.PRE XBRL Taxonomy Extension Presentation Linkbase

 

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SIGNATURES

 

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.

 

  DIGITAL DEVELOPMENT PARTNERS, INC.
     
     
May 12, 2017 By:   /s/ Jack Jie Qin
    Jack Jie Qin, Principal Executive Officer
     
     
  By: /s/ William E. Sluss
    William E. Sluss, Principal Financial and Accounting Officer

 

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