Attached files
| file | filename |
|---|---|
| EX-32 - EXHIBIT 32 - Black Bird Biotech, Inc. | tv490952_ex32.htm |
| EX-31 - EXHIBIT 31 - Black Bird Biotech, Inc. | tv490952_ex31.htm |
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(Mark One)
| x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Fiscal Year Ended December 31, 2017
OR
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File No. 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, California | 91748 | |
| (Address of Principal Executive Office) | Zip Code |
Registrant's telephone number, including Area Code: (626) 581-3335
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Common Stock
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨ No x
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No x
Indicate by check mark whether the registrant (1) has filed all reports 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 (§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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x
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 a smaller reporting company) | ||
| Emerging Growth Company ¨ |
If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act): x Yes ¨ No
The aggregate market value of the voting stock held by non-affiliates of the Company on June 30, 2017 was approximately $67,000.
As of April 12, 2018 the Company had 85,970,665 outstanding shares of common stock.
Documents incorporated by reference: None
| ITEM 1. | BUSINESS |
The Company was incorporated in December 2006.
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.
Aside from its “EFT-Phone”, EFT distributes 25 nutritional products, 18 personal care products, an environmentally friendly automotive product, an environmentally friendly house cleaner and a portable drinking container which contains a filter to remove impurities.
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 consists of a cell phone which uses the Microsoft Operating System. The EFT-Phone has an application that will allow EFT’s affiliate base to access all of their back office sites including their Funds Management Account where the affiliate will be able to deposit, withdraw and transfer money to another EFT account or to another EFT Affiliate at no cost for the transfer.
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.
In connection with the agreement between the Company and EFT:
| · | The former officers and directors of the Company resigned; and |
| · | Jack Jie Qin was appointed as the Company’s sole director. |
The Company did not receive any orders for the EFT phone during the year ended December 31, 2017. 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.
General
As of April 12, 2018, the Company did not have any full time employees.
| 2 |
| ITEM 2. | DESCRIPTION OF PROPERTY |
See Item 1 of this report.
| ITEM 3. | LEGAL PROCEEDINGS |
The Company is not involved in any legal proceedings and the Company does not know of any legal proceedings which are threatened or contemplated.
| ITEM 4. | MINE SAFETY DISCLOSURE |
Not applicable.
| ITEM 5. | MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT'S COMMON EQUITY AND OTHER SHAREHOLDER MATTERS |
The Company’s common stock is quoted in the over-the-counter market under the symbol “DGDM”.
Shown below are the ranges of high and low closing prices for the Company’s common stock for the periods indicated as reported by FINRA. The market quotations reflect inter-dealer prices, without retail mark-up, mark-down or commissions and may not necessarily represent actual transactions.
| Quarter Ended | High | Low | ||||||
| March 31, 2016 | $ | 0.045 | $ | 0.0041 | ||||
| June 30, 2016 | $ | 0.0045 | $ | 0.0045 | ||||
| September 30, 2016 | $ | 0.015 | $ | 0.0045 | ||||
| December 31, 2016 | $ | 0.250 | $ | 0.0040 | ||||
| March 31, 2017 | $ | 0.065 | $ | 0.025 | ||||
| June 30, 2017 | $ | 0.030 | $ | 0.010 | ||||
| September 30, 2017 | $ | 0.016 | $ | 0.008 | ||||
| December 31, 2017 | $ | 0.019 | $ | 0.011 | ||||
Trades of the Company’s common stock are subject to Rule 15g-9 of the Securities Exchange Act of 1934, which rule imposes certain requirements on broker/dealers who sell securities subject to the rule to persons other than established customers and accredited investors. For transactions covered by the rule, brokers/dealers must make a special suitability determination for purchasers of the securities and receive the purchaser's written agreement to the transaction prior to sale. The Securities and Exchange Commission also has rules that regulate broker/dealer practices in connection with transactions in "penny stocks". Penny stocks generally are equity securities with a price of less than $5.00 (other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in that security is provided by the exchange or system). The penny stock rules require a broker/ dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document prepared by the Commission that provides information about penny stocks and the nature and level of risks in the penny stock market. The broker/dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker/dealer and its salesperson in the transaction, and monthly account statements showing the market value of each penny stock held in the customer's account. The bid and offer quotations, and the broker/dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer's confirmation. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the Company’s common stock.
| 3 |
As of April 12, 2018, the Company had 85,970,665 outstanding shares of common stock and seven shareholders of record.
As of April 12, 2018, 6,705,665 shares of the Company’s common stock were freely tradable. The remaining outstanding shares, 79,265,000, are owned by a wholly owned subsidiary of EFT Holdings and may be sold pursuant to Rule 144 of the Securities and Exchange Commission.
Holders of common stock are entitled to receive dividends as may be declared by the Board of Directors. The Company’s Board of Directors is not restricted from paying any dividends but is not obligated to declare a dividend. No dividends have ever been declared and it is not anticipated that dividends will ever be paid.
During the year ended December 31, 2017, the Company did not purchase any shares of its common stock from third parties in a private transaction or as a result of any purchases in the open market. None of the Company’s officers or directors, nor any of its principal shareholders purchased any shares of its common stock from third parties in a private transaction or as a result of purchases in the open market during the year ended December 31, 2017.
| ITEM 6. | SELECTED FINANCIAL DATA |
Not applicable.
| ITEM 7. | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND PLAN OF OPERATION |
Results of Operations
The Company did not receive any orders for the EFT phone during the year ended December 31, 2017 and 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 the significant drop in revenue.
| 4 |
During the year ended December 31, 2017 the Company’s general and administrative expenses declined by approximately $10,000 from the prior year due to cost saving measures implemented by the Company.
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
During the year ended December 31, 2017 EFT Holdings, Inc., the Company’s principal shareholder, advanced the Company an additional $61,000.
In its report on the Company’s financial statements for the years ended December 31, 2017 and 2016, the Company’s independent accountants stated that there was substantial doubt as to the Company’s ability to continue in business.
The Company does not have any firm commitments from any person to provide the Company with any additional capital.
Accounting Policies
See Note 2 to the financial statements included as part of this report for a description of the Company’s accounting policies and recent accounting pronouncements.
| ITEM 7A. | QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK |
Not applicable.
| ITEM 8. | FINANCIAL STATEMENTS |
See the financial statements attached to this report.
| ITEM 9. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS. |
No applicable.
| 5 |
| ITEM 9A. | CONTROLS AND PROCEDURES |
Management’s Report on Disclosure Control
Under the direction and with the participation of the Company’s management, the Company carried out an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures as of December 31, 2017. The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in its periodic reports with the Securities and Exchange Commission is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and regulations, and that such information is accumulated and communicated to The Company’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The Company’s disclosure controls and procedures are designed to provide a reasonable level of assurance of reaching its desired disclosure control objectives. Based upon this evaluation, management concluded that the Company’s disclosure controls and procedures were not effective as of December 31, 2017 for the same reason that the Company’s Internal Control Over Financial Reporting was not effective.
Management’s Report on Internal Control Over Financial Reporting
The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting and for the assessment of the effectiveness of internal control over financial reporting. As defined by the Securities and Exchange Commission, internal control over financial reporting is a process designed by, or under the supervision of The Company’s principal executive officer and principal financial officer and implemented by The Company’s Board of Directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of The Company’s financial statements in accordance with U.S. generally accepted accounting principles.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
The Company’s management evaluated the effectiveness of its internal control over financial reporting as of December 31, 2017 based on criteria established in Internal Control - Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission, or the COSO Framework. Management’s assessment included an evaluation of the design of The Company’s internal control over financial reporting and testing of the operational effectiveness of those controls.
Based on this assessment, management concluded that the Company’s internal control over financial reporting was not effective as of December 31, 2017 since the Company did not have sufficient accounting personnel to support standalone external financial reporting under public company or requirements of the Securities and Exchange Commission. Specifically, the Company did not effectively segregate certain accounting duties due to the small size of its accounting staff, not did it maintain a sufficient number of adequately trained personnel necessary to anticipate and identify risks critical to financial reporting and the closing process.
| 6 |
A recognized material weakness would be a significant deficiency (within the meaning of Public Company Accounting Oversight Board Auditing Standard No. 5), or combination of significant deficiencies, that would result in there being more than a remote likelihood that a material misstatement of the annual or interim financial statements would not be prevented or detected on a timely basis by employees in the normal course of their assigned functions..
This Annual Report on Form 10-K does not include an attestation report by the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to rules of the SEC that require the Company to provide only the Company’s management’s report in this Annual Report on Form 10-K
Changes in Internal Controls.
There have been no changes to the Company’s internal control over financial reporting that occurred during the year ended December 31, 2017 that have materially affected, or are reasonably likely to materially affect the Company’s internal control over financial reporting.
| ITEM 9B. | OTHER INFORMATION |
Not applicable.
| ITEM 10. | DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS |
| Name | Age | Position | ||
| Jack Jie Qin | 57 | President, Secretary, Chief Executive Officer and Director | ||
| William E. Sluss | 62 | Principal Financial and Accounting Officer |
The directors of the Company serve in such capacity until the annual meeting of the Company’s shareholders and until their successors have been duly elected and qualified. The officers of the Company serve at the discretion of the Company’s directors.
The principal occupation of the Company’s officers and director during the past several years is as follows:
Mr. Qin has been the Company’s President, Chief Executive Officer, Secretary and Director since February 2010. Mr. Qin has been EFT Holdings, Inc.’s President, Chief Executive Officer and Chairman of its Board of Directors since November 2007. Since 2002, Mr. Qin has been the President of EFT Inc. From July 1998 to December 2002, Mr. Qin was the President of eFastTeam International, Inc. located in Los Angeles, California. Between June 1992 and December 1997 Mr. Qin was the President of LA Import & Export Company, also located in Los Angeles, California. In May 1991, Mr. Qin earned an MBA degree from Emporia State University. In May 1982, Mr. Qin graduated from Jiangxi Engineering Institute in Nanchang, China with a major in Mechanical Engineering.
| 7 |
Mr. Sluss has been the Company’s Principal Financial and Accounting Officer since January 2011. Between August 2010 and January 2011 Mr. Sluss assisted the Company with its accounting and financial reporting. Between 2008 and 2010 Mr. Sluss was the Chief Financial Officer for AcccuForce Staffing Services in Kingsport, TN. Between 2002 and 2008 Mr. Sluss was the Chief Financial Officer and Treasurer for Studsvik, Inc., a nuclear services company based in Erwin, TN. Mr. Sluss is a certified public accountant and received his Bachelor of Science degree in accounting from the University of Virginia’s College at Wise (Wise, Virginia) in 1990.
The Company believes that Mr. Qin’s longstanding experience with EFT Holdings, and in particular with EFT’s affiliate base, qualifies him to be a director.
The compensation the Company plans to pay Mr. Qin, and the time he plans to devote to the Company’s business, have not yet been determined.
Mr. Sluss devotes approximately one-third of his time to the Company and is paid an annual salary of $37,700.
The Company does not have a compensation or an audit committee. Mr. Sluss serves as the Company’s financial expert.
None of the Company’s directors are independent as that term is defined in section 803 of listing standards of the NYSE MKT.
The Company has not adopted a Code of Ethics applicable to its principal executive, financial, and accounting officers and persons performing similar functions. The Company does not believe it requires a Code of Ethics since it only has two officers.
Compensation Committee Interlocks and Insider Participation.
The Company’s director acts as its compensation committee. During the year ended December 31, 2017 the Company’s sole officer was not a member of the compensation committee or a director of another entity, which other entity had one of its executive officers serving as a director of the Company or as a member of the Company’s compensation committee.
| ITEM 11. | EXECUTIVE COMPENSATION |
The following table shows the compensation paid or accrued during the two years ended December 31, 2017 to the executive officers of the Company. No officer of the Company has ever received compensation in excess of $100,000 per year.
| 8 |
| Stock | Option | All Other Annual | ||||||||||||||||||||||||||
| Name and Principal | Fiscal | Salary | Bonus | Awards | Awards | Compensation | ||||||||||||||||||||||
| Position | Year | (1) | (2) | (3) | (4) | (5) | Total | |||||||||||||||||||||
| Jack Jie Qin | 2017 | -- | -- | -- | -- | -- | -- | |||||||||||||||||||||
| 2016 | -- | -- | -- | -- | -- | -- | ||||||||||||||||||||||
| William Sluss | 2017 | $ | 37,000 | -- | -- | -- | -- | $ | 37,000 | |||||||||||||||||||
| 2016 | $ | 37,700 | -- | -- | -- | -- | $ | 37,700 | ||||||||||||||||||||
| (1) | The dollar value of base salary (cash and non-cash) received. |
| (2) | The dollar value of bonus (cash and non-cash) received. |
| (3) | During the periods covered by the table, the value of the Company’s shares issued as compensation for services to the persons listed in the table. |
| (4) | The value of all stock options granted during the periods covered by the table. |
| (5) | All other compensation received that the Company could not properly report in any other column of the table. |
Long-Term Incentive Plans. The Company does not have any pension, stock appreciation rights, long-term incentive or other plans and has no intention of implementing any of these plans for the foreseeable future.
Employee Pension, Profit Sharing or other Retirement Plans. The Company does not have a defined benefit, pension plan, profit sharing or other retirement plan, although it may adopt one or more of such plans in the future.
Compensation of Directors. The Company’s directors did not receive any compensation for their services as director during the fiscal year ended December 31, 2017.
Stock Option and Bonus Plans. The Company has not adopted any stock option or stock bonus plans.
| ITEM 12. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDERS MATTERS |
The following table lists, as of April 12, 2018, those persons owning beneficially 5% or more of the Company’s common stock, the number and percentage of outstanding shares owned by each director and officer of the Company and by all officers and directors as a group. Unless otherwise indicated, each owner has sole voting and investment powers over his shares of common stock.
| 9 |
| Name and Address | Number of Shares | Percent of Class | ||
| EFT Holdings, Inc. | 79,265,000 (1) | 92% | ||
| 17800 Castleton St., Suite 300 | ||||
| City of Industry, California 91748 |
| (1) | Shares are held of record by a wholly owned subsidiary of EFT Holdings. |
| ITEM 13. | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS. |
See Item 1 of this report.
| ITEM 14. | PRINCIPAL ACCOUNTANT FEES AND SERVICES |
MaloneBailey, LLP served as the Company’s independent registered public accountant for the years ended December 31, 2017 and 2016. The following table shows the aggregate fees billed to the Company during these years by MaloneBailey, LLP.
| Year ended December 31, | ||||||||
| 2017 | 2016 | |||||||
| Audit Fees | $ | 14,500 | $ | 9,500 | ||||
| Audit-Related Fees | -- | -- | ||||||
| Financial Information Systems | -- | -- | ||||||
| Design and Implementation Fees | -- | -- | ||||||
| Tax Fees | -- | -- | ||||||
| All Other Fees | ||||||||
Audit fees and audit related fees represent amounts billed for professional services rendered for the audit of the Company’s annual financial statements and the review of the Company’s interim financial statements. Before MaloneBailey was engaged by the Company to render these services, the engagement was approved by the Company’s Directors.
| ITEM 15. | EXHIBITS |
| Exhibit No. | Exhibit Name | |||
| 3.1 | Articles of Incorporation* | |||
| 3.2 | Bylaws* | |||
| 31 | Rule 13a-14(a) Certifications | |||
| 32 | Section 1350 Certifications | |||
| 101.INS | XBRL Instance Document | |||
| 101.SCH | XBRL Taxonomy Schema Document | |||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | |||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | |||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document | |||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
| * | Incorporated by reference to the same exhibit filed with the Company’s registration statement on Form SB-2 (File # 333-145951). |
| 10 |
DIGITAL DEVELOPMENT PARTNERS, INC.
FINANCIAL STATEMENTS
December 31, 2017 and 2016
INDEX TO FINANCIAL STATEMENTS
| 11 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the shareholders’ and sole board member of
Digital Development Partners, Inc.
Opinion on the Financial Statements
We have audited the accompanying balance sheets of Digital Development Partners, Inc. (the “Company”) as of December 31, 2017 and 2016, and the related statements of operations, changes in stockholders’ deficit, and cash flows for the years then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
Going Concern Matter
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
/s/ MaloneBailey, LLP
www.malonebailey.com
We have served as the Company's auditor since 2014.
Houston, Texas
April 11, 2018
F-1
Digital Development Partners, Inc.
Balance Sheets
| December 31, | December 31, | |||||||
| 2017 | 2016 | |||||||
| ASSETS | ||||||||
| Current Assets | ||||||||
| Cash | $ | 1,573 | $ | 14,513 | ||||
| Total Assets | $ | 1,573 | $ | 14,513 | ||||
| LIABILITIES AND STOCKHOLDERS' DEFICIT | ||||||||
| Current Liabilities | ||||||||
| Accounts Payable and accrued liabilities | $ | 186,541 | $ | 152,217 | ||||
| Related party loan payables | 712,750 | 650,000 | ||||||
| Total Liabilities | 899,291 | 802,217 | ||||||
| Stockholders' Deficit | ||||||||
| Common Stock, $0.001 par value; authorized 225,000,000 shares; issued and outstanding 85,970,665 shares as at December 31, 2017 and 2016, respectively | 85,971 | 85,971 | ||||||
| Additional Paid-In Capital | 7,488,946 | 7,488,946 | ||||||
| Accumulated Deficit | (8,472,635 | ) | (8,362,621 | ) | ||||
| Total Stockholders' Deficit | (897,718 | ) | (787,704 | ) | ||||
| Total Liabilities and Stockholders' Deficit | $ | 1,573 | $ | 14,513 | ||||
The accompanying notes are an integral part of these financial statements
F-2
Digital Development Partners, Inc.
Statements of Operations
| For the | ||||||||
| Years Ended | ||||||||
| December 31, | ||||||||
| 2017 | 2016 | |||||||
| Operating expenses | ||||||||
| General and administrative expenses | $ | 76,231 | $ | 75,739 | ||||
| Total operating expenses | 76,231 | 75,739 | ||||||
| Loss from Operations | (76,231 | ) | (75,739 | ) | ||||
| Other expense | ||||||||
| Interest expense | (33,783 | ) | (30,529 | ) | ||||
| Total other expense | (33,783 | ) | (30,529 | ) | ||||
| Net Loss | $ | (110,014 | ) | $ | (106,268 | ) | ||
| Basic and diluted net loss per common share | $ | (0.00 | ) | $ | (0.00 | ) | ||
| Basic and diluted weighted average common shares outstanding | 85,970,665 | 85,970,665 | ||||||
The accompanying notes are an integral part of these financial statements
F-3
Digital Development Partners, Inc.
Statement of Changes in Stockholders’ Deficit
For the years ended December 31, 2017 and December 31, 2016
| Additional | Total | |||||||||||||||||||
| Paid-In | Accumulated | Stockholders' | ||||||||||||||||||
| Common Stock | Capital | Deficit | Deficit | |||||||||||||||||
| Shares | Amount | |||||||||||||||||||
| Balance, December 31, 2015 | 85,970,665 | 85,971 | 7,488,946 | (8,256,353 | ) | (681,436 | ) | |||||||||||||
| Net loss | - | - | - | (106,268 | ) | (106,268 | ) | |||||||||||||
| Balance, December 31, 2016 | 85,970,665 | $ | 85,971 | $ | 7,488,946 | $ | (8,362,621 | ) | $ | (787,704 | ) | |||||||||
| Net loss | - | - | - | (110,014 | ) | (110,014 | ) | |||||||||||||
| Balance, December 31, 2017 | 85,970,665 | $ | 85,971 | $ | 7,488,946 | $ | (8,472,635 | ) | $ | (897,718 | ) | |||||||||
The accompanying notes are an integral part of these financial statements
F-4
Digital Development Partners, Inc.
Statement of Cash Flows
| For the | ||||||||
| Year Ended | ||||||||
| December 31, | ||||||||
| 2017 | 2016 | |||||||
| Cash flows from operating activities: | ||||||||
| Net loss | $ | (110,014 | ) | $ | (106,268 | ) | ||
| Adjustments to reconcile net loss to | ||||||||
| net cash used by operating activities: | ||||||||
| Change in operating assets and liabilities: | ||||||||
| Accounts payable and accrued liabilities | 34,324 | 28,326 | ||||||
| Net cash used in operating activities | (75,690 | ) | (77,942 | ) | ||||
| Cash flows from financing activities: | ||||||||
| Proceeds from related party loan | 62,750 | 80,000 | ||||||
| Net cash provided by financing activities | 62,750 | 80,000 | ||||||
| Net increase (decrease) in cash | (12,940 | ) | 2,058 | |||||
| Cash, beginning of the period | 14,513 | 12,455 | ||||||
| Cash, end of the period | $ | 1,573 | $ | 14,513 | ||||
| Supplemental cash flow disclosure: | ||||||||
| Interest paid | $ | - | $ | - | ||||
| Taxes paid | $ | - | $ | - | ||||
The accompanying notes are an integral part of these financial statements
F-5
DIGITAL DEVELOPMENT PARTNERS INC.
NOTES TO FINANCIAL STATEMENTS
| 1. | Basis of Presentation and Nature of Operations |
Organization
The Company was incorporated as Cyprium Resources, Inc. under the laws of the State of Nevada December 22, 2006. The Company was originally formed for mineral exploration in the United States. On May 19, 2009 the Company’s name was changed to Digital Development Partners, Inc.
A reassessment of the Company’s direction resulted in a reorganization plan on February 17, 2010 which included:
| 1. | Acquisition of a new line of technology through the acquisition of the worldwide distribution and servicing rights to a cell phone enterprise based in Hong Kong; |
| 2. | Change in management; |
| 3. | Sale of the Company’s option on Top Floor Studio; |
| 4. | Distribution of the Company’s shares in YuDeal, Inc. to the stockholders. |
Pursuant to the plan, the Company’s interests in Top Floor Studio and YuDeal Inc. were disposed of in February, 2010. The Company’s option on Top Floor was sold to YuDeal, Inc. for YuDeal common stock, which in turn was traded for 20,095,000 shares of Company stock. These shares were returned to Treasury and cancelled. A residual of YuDeal stock was distributed to Company stockholders in March and April, 2010.
In conjunction with the reorganization the management team of the Company resigned. The Company’s president, Isaac Roberts, was replaced by Jack Jie Quin, president of EFT Holding Inc.
EFT Holding Inc. is the Company’s majority shareholder.
| 2. | Summary of Significant Accounting Policies and Going Concern |
Going Concern
The Company’s 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 December 31, 2017. These factors raise substantial doubt about the Company’s ability to continue as a going concern.
The Company’s activities will necessitate significant uses of working capital beyond 2017. Additionally, 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 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. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.
F-6
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, and reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates.
Cash and Cash equivalents
Cash and equivalents include investments with initial maturities of three months or less. The Company had no cash equivalents as of December 31, 2017 and 2016.
Income Taxes
The Company accounts for income taxes utilizing ASC 740, “Income Taxes” (SFAS No. 109). ASC 740 requires the measurement of deferred tax assets for deductible temporary differences and operating loss carry forwards, and of deferred tax liabilities for taxable temporary differences. Measurement of current and deferred tax liabilities and assets is based on provisions of enacted tax law. The effects of future changes in tax laws or rates are not included in the measurement. The Company recognizes the amount of taxes payable or refundable for the current year and recognizes deferred tax liabilities and assets for the expected future tax consequences of events and transactions that have been recognized in the Company’s financial statements or tax returns. The Company currently has substantial net operating loss carry forwards. The Company has recorded a 100% valuation allowance against net deferred tax assets due to uncertainty of their ultimate realization. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized.
Basic and Diluted Net Loss Per Share
Net loss per share is calculated in accordance with ASC 260, Earnings per Share, for the period presented. Basic net loss per share is based upon the weighted average number of common shares outstanding. Diluted net loss per share is based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. There is no potential dilutive securities as of December 31, 2017 or December 31, 2016. As there was a net loss for these periods, basic and diluted loss per share is the same for the twelve months ended December 31, 2017 and 2016, respectively.
Related Parties
A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party.
Recent Accounting Pronouncements
Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company's financial statements.
F-7
| 3. | Related Party Transactions |
| December 31, | December 31, | |||||||
| 2017 | 2016 | |||||||
| Loans payable to related parties: | ||||||||
| EFT Holdings, Inc. | $ | 711,000 | $ | 650,000 | ||||
| EFT2, Inc. | 1,750 | -- | ||||||
| $ | 712,750 | $ | 650,000 | |||||
Advances were received from EFT Holdings during the fiscal years ended December 31, 2017 and 2016 totaling $61,000 and $80,000 respectively. The amounts due EFT Holdings bear interest at 5% per year, are secured by all future sales of the Company and have a maturity of one year. As of December 31, 2017 the Company owed EFT Holdings $179,291 in accrued and unpaid interest.
Advances were received from EFT2, Inc. during the fiscal year ended December 31, 2017 totaling $1,750. The amount due EFT2 bears interest at 5% per year, is secured by all future sales of the Company and has a maturity of one year. As of December 31, 2017 the Company owed EFT2, Inc. $34.58 in accrued and unpaid interest.
| 4. | Income Taxes |
No provision was made for federal income tax for the year ended December 31, 2017, since the Company had net operating losses.
The Company has available net operating loss carry-forward of approximately $1,085,158, which begins to expire in 2029 unless utilized beforehand. Net operating loss carry forwards may be used to reduce taxable income through the year 2035. The availability of the Company’s net operating loss carry forwards are subject to limitation if there is a 50% or more positive change in the ownership of the Company’s stock. As presented below, the Company generated a deferred tax asset through the net operating loss carry-forward. However, a 100% valuation allowance has been established because the ultimate realization of the deferred tax asset is dependent upon the generation of future taxable income during the periods in which the net operating loss carryforwards are available. Management considers projected future taxable income, the scheduled reversal of deferred tax liabilities and available tax planning strategies that can be implemented by the Company in making this assessment. Based upon the level of historical taxable income and projections for future taxable income over the period in which the net operating loss carryforwards are available to reduce income taxes payable, management has established a full valuation allowance such that the net deferred tax asset is $0 as of December 31, 2017 and 2016.
The 2017 Act reduces the corporate tax rate from 35% to 21% for tax years beginning after December 31, 2017. For net operating losses (NOLs) arising after December 31, 2017, the 2017 Act limits a taxpayer’s ability to utilize NOL carryforwards to 80% of taxable income. In addition, NOLs arising after 2017 can be carried forward indefinitely, but carryback is generally prohibited. NOLs generated in tax years beginning before January 1, 2018 will not be subject to the taxable income limitation. The 2017 Act would generally eliminate the carryback of all NOLs arising in a tax year ending after 2017 and instead would permit all such NOLs to be carried forward indefinitely
| As of December 31, | ||||||||
| 2017 | 2016 | |||||||
| Deferred tax assets: | ||||||||
| Net operating loss carryforwards | $ | 221,694 | $ | 198,591 | ||||
| Less: valuation allowance | (221,694 | (198,591 | ) | |||||
| Net deferred tax assets | $ | - | $ | - | ||||
| 5. | Subsequent Events |
Subsequent to December 31, 2017 the Company borrowed $7,710, from EFT Holdings, a related party. The amounts due EFT Holdings bear interest at 5% per year and have a maturity of one year.
F-8
SIGNATURES
Pursuant to the requirements of Section 13 or 15(a) of the Securities and Exchange Act, the Registrant has caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized on the 12th day of April, 2018.
| DIGITAL DEVELOPMENT PARTNERS, INC. | |||
| By | /s/ Jack Jie Qin | ||
| Jack Jie Qin, President | |||
Pursuant to the requirements of the Securities Act of l934, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
| Title | Date | |||
| /s/ Jack Jie Qin | Principal Executive | |||
| Jack Jie Qin | Officer and Director | April 12, 2018 | ||
| /s/ William E. Sluss | Principal Financial and | |||
| William E. Sluss | Accounting Officer | April 12, 2018 |
DIGITAL DEVELOPMENT PARTNERS, INC.
ANNUAL REPORT ON FORM 10-K
EXHIBITS