Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2021 | Dec. 16, 2021 | |
Details | ||
Registrant CIK | 0001875746 | |
Fiscal Year End | --06-30 | |
Registrant Name | Entertainment Holdings, Inc./OK | |
SEC Form | 10-Q | |
Period End date | Sep. 30, 2021 | |
Tax Identification Number (TIN) | 65-0844480 | |
Number of common stock shares outstanding | 88,992,975 | |
Filer Category | Non-accelerated Filer | |
Current with reporting | No | |
Interactive Data Current | Yes | |
Shell Company | true | |
Small Business | true | |
Emerging Growth Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Incorporation, State or Country Code | OK | |
Entity File Number | 000-56317 | |
Entity Address, Address Line One | 3625 Cove Point Dr. | |
Entity Address, City or Town | Salt Lake City | |
Entity Address, State or Province | UT | |
Entity Address, Postal Zip Code | 84109 | |
Entity Address, Address Description | Address of Principal Executive Office | |
City Area Code | 801 | |
Local Phone Number | 209-0740 | |
Phone Fax Number Description | Registrant’s telephone number, including area code | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Sep. 30, 2021 | Jun. 30, 2021 |
Current Assets | ||
Cash | $ 0 | $ 0 |
TOTAL ASSETS | 0 | 0 |
CURRENT LIABILITIES | ||
Accounts payable and accrued expenses | 10,180 | 10,458 |
Accounts payable - related party | 6,033 | 0 |
Total Current Liabilities | 16,213 | 10,458 |
Total Liabilities | 16,213 | 10,458 |
STOCKHOLDERS' DEFICIT | ||
Convertible Preferred Stock | 0 | 0 |
Common Stock | 8,899 | 8,899 |
Additional paid-in capital | (19,357) | (19,357) |
Accumulated deficit | (5,755) | 0 |
Total Stockholders' Deficit | (16,213) | (10,458) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 0 | $ 0 |
Condensed Balance Sheets - Pare
Condensed Balance Sheets - Parenthetical - $ / shares | Sep. 30, 2021 | Jun. 30, 2021 |
Details | ||
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares, Issued | 88,992,975 | 88,992,975 |
Common Stock, Shares, Outstanding | 88,992,975 | 88,992,975 |
Condensed Statements of Operati
Condensed Statements of Operations | 3 Months Ended |
Sep. 30, 2021USD ($)$ / sharesshares | |
Details | |
Revenues | $ 0 |
OPERATING EXPENSES | |
Professional fees | 5,180 |
General and administrative | 575 |
Total Operating Expenses | 5,755 |
OPERATING LOSS | (5,755) |
LOSS BEFORE INCOME TAXES | (5,755) |
Provision for income taxes | 0 |
NET LOSS | $ (5,755) |
BASIC AND DILUTED LOSS PER SHARE | $ / shares | $ 0 |
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | shares | 88,992,975 |
Condensed Statements of Shareho
Condensed Statements of Shareholders' Deficit - 3 months ended Sep. 30, 2021 - USD ($) | Common Stock | Additional Paid-in Capital | Retained Earnings | Total |
Stockholders' Equity Attributable to Parent, Beginning Balance at Jun. 30, 2021 | $ 8,899 | $ (19,357) | $ 0 | $ (10,458) |
Shares, Outstanding, Beginning Balance at Jun. 30, 2021 | 88,992,975 | |||
NET LOSS | $ 0 | 0 | (5,755) | (5,755) |
Stockholders' Equity Attributable to Parent, Ending Balance at Sep. 30, 2021 | $ 8,899 | $ (19,357) | $ (5,755) | $ (16,213) |
Shares, Outstanding, Ending Balance at Sep. 30, 2021 | 88,992,975 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows | 3 Months Ended |
Sep. 30, 2021USD ($) | |
CASH FLOWS FROM OPERATING ACTIVITIES | |
NET LOSS | $ (5,755) |
Changes in operating assets and liabilities | |
Accounts payable and accrued expenses | (278) |
Related parties accounts payable | 6,033 |
Net Cash Used in Operating Activities | 0 |
CASH FLOWS FROM INVESTING ACTIVITIES | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES | 0 |
NET CHANGES IN CASH | 0 |
CASH AT BEGINNING OF PERIOD | 0 |
CASH AT END OF PERIOD | 0 |
CASH FLOW INFORMATION | |
Interest | 0 |
Income Taxes | $ 0 |
NOTE 1 - NATURE OF OPERATIONS
NOTE 1 - NATURE OF OPERATIONS | 3 Months Ended |
Sep. 30, 2021 | |
Notes | |
NOTE 1 - NATURE OF OPERATIONS | NOTE 1 – NATURE OF OPERATIONS Our predecessor issuer was incorporated on June 15, 1998, as XRX International Entertainment Holding Group, Inc. and continued under that name until June 30, 2021. Reorganization Activities: Domiciliary Merger : On June 14, 2021, the predecessor issuer, XRX International Entertainment Holding Group, Inc. of Florida, completed a domiciliary merger into Traveler Holdings, Inc. of Oklahoma, with the Oklahoma company being the survivor under the name Traveler Holdings, Inc. Holding Company Parent/Subsidiary Formation: On June 30, 2021, Entertainment Holdings, Inc. an Oklahoma Corporation became the parent/successor issuer pursuant to Section 1081(g) of the Oklahoma General Corporation Act under an executed agreement titled “Agreement and Plan of Reorganization” (“Parent Subsidiary Formation”) which was executed by Traveler Holdings, Inc. (OK), Entertainment Holdings, Inc. (OK), and Expedition Holdings, Inc. (OK). Under the terms of the Agreement, Traveler Holdings, Inc. (OK) merged into Expedition Holdings, Inc. (OK) and Traveler Holdings, Inc. (OK). ceased to exist, wherein Expedition Holdings, Inc. (OK) became the survivor and successor under Section 1088 of the Oklahoma Act, having acquired all of Traveler Holdings, Inc.’s (OK) assets, rights financial statements, obligations, and liabilities as the constituent or resulting corporation. Entertainment Holdings, Inc. (OK) became the parent and the holding company of Expedition Holdings, Inc. (OK) under the Parent Subsidiary Formation which was in compliance with Section 1081(g) of the Oklahoma General Corporation Act. Upon consummation of the Parent Subsidiary Formation, each issued and outstanding equity of the former Traveler Holdings, Inc. (OK) was transmuted into and represented the identical equity structure of XRX International Entertainment Holding Group, Inc. (FL) that existed prior to the domiciliary change and immediately prior to the Reorganization (on a share-for-share basis) having the same designations, rights, powers and preferences, and qualifications, limitations and restrictions. Upon consummation of the Agreement, Entertainment Holdings, Inc. (OK), was the issuer since the former Traveler Holdings, Inc. (OK) equity structure was transmuted pursuant to Section 1081(g) as the current issued and outstanding equities of Entertainment Holdings, Inc. (OK). The subsidiary, Expedition Holdings, Inc. was divested on June 30, 2021 and therefore is no longer consolidated into Entertainment Holdings, Inc. The shareholders of the Company became the shareholders of the former XRX International Entertainment Holding Group, Inc. (FL). As a result of this reorganization, the resulting reorganized Company name became Entertainment Holdings, Inc. (“XRXH”, “Company,”, “we,”, or “us”). Our fiscal year end is June 30. |
NOTE 2 - SUMMARY OF SIGNIFICANT
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Sep. 30, 2021 | |
Notes | |
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Financial statement presentation The accompanying unaudited condensed financial statements of the Company have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”), including the instructions to Form 10-Q and Regulation S-X. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”), have been condensed or omitted from these statements pursuant to such rules and regulations and, accordingly, they do not include all the information and notes necessary for comprehensive financial statements and should be read in conjunction with our audited financial statements. In the opinion of management, all adjustments, which are of a normal recurring nature, considered necessary for the fair presentation of financial statements for the interim period, have been included. Use of Estimates and Assumptions The preparation of financial statements in conformity with accounting principles generally accepted in the United States ("GAAP") requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and (iii) the reported amount of net revenues and expenses recognized during the periods presented. Adjustments made with respect to the use of estimates often relate to improved information not previously available. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of financial statements; accordingly, actual results could differ from these estimates. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Income Taxes We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are recorded, when necessary, to reduce deferred tax assets to the amount expected to be realized. As a result of the implementation of certain provisions of ASC 740, Income Taxes ("ASC 740"), which clarifies the accounting and disclosure for uncertainty in tax positions, as defined, ASC 740 seeks to reduce the diversity in practice associated with certain aspects of the recognition and measurement related to accounting for income taxes. We adopted the provisions of ASC 740 and have analyzed filing positions in each of the federal and state jurisdictions where we are required to file income tax returns, as well as all open tax years in these jurisdictions. We have identified the U.S. federal as our "major" tax jurisdictions. However, we have certain tax attribute carryforwards which will remain subject to review and adjustment by the relevant tax authorities until the statute of limitations closes with respect to the year in which such attributes are utilized. Basic and Diluted Loss Per Share Basic loss per share is computed using the weighted average number of shares outstanding during the period. Diluted loss per share has not been provided as it would be anti-dilutive. Stock-Based Compensation The Company accounts for share-based compensation under the provisions of ASC 718, Compensation-Stock Compensation Fair Value of Financial Instruments The Company's financial instruments consist primarily of accounts payable – related party. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market interest rates of these instruments. The Company adopted ASC Topic 820, Fair Value Measurements The three-level hierarchy for fair value measurements is defined as follows: · Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets; liabilities in active markets; · Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability other than quoted prices, either directly or indirectly, including inputs in markets that are not considered to be active; or directly or indirectly including inputs in markets that are not considered to be active; · Level 3 - inputs to the valuation methodology are unobservable and significant to the fair value measurement Recent Accounting Pronouncements The Company has evaluated other recently issued accounting pronouncements and does not believe that any of these pronouncements will have a significant impact on our financial statements and related disclosures. |
NOTE 3 - GOING CONCERN
NOTE 3 - GOING CONCERN | 3 Months Ended |
Sep. 30, 2021 | |
Notes | |
NOTE 3 - GOING CONCERN | NOTE 3 – GOING CONCERN The Company has not yet achieved profitable operations, has accumulated losses, has a working capital deficiency and expects to incur further losses in the development of its business, all of which raise substantial doubt about the Company's ability to continue as a going concern. The Company's ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, however, there is no assurance of additional funding being available or on terms acceptable to the Company. |
NOTE 4 - RELATED PARTY TRANSACT
NOTE 4 - RELATED PARTY TRANSACTIONS | 3 Months Ended |
Sep. 30, 2021 | |
Notes | |
NOTE 4 - RELATED PARTY TRANSACTIONS | NOTE 4 - RELATED PARTY TRANSACTIONS As of September 30, 2021, our sole officer and director, G. Reed Petersen, has paid various expenses on behalf of the Company, totaling $6,033. As the Company’s office space needs are limited at the current time, Mr. Petersen is currently providing space to the Company at no cost. |
NOTE 5 - EQUITY
NOTE 5 - EQUITY | 3 Months Ended |
Sep. 30, 2021 | |
Notes | |
NOTE 5 - EQUITY | NOTE 5 - EQUITY The total number of shares of stock which the corporation shall have authority to issue is 600,000,000 shares, of which 500,000,000 shares of $0.0001 par value shall be designated as Common Stock and 100,000,000 shares of $0.0001 shall be designated as Preferred Stock. The Preferred Stock authorized by these Articles of Incorporation may be issued in one or more series. The Board of Directors of the Corporation is authorized to determine or alter the rights, preferences, privileges, and restrictions granted or imposed upon any wholly unissued series of Preferred Stock, and within the limitations or restrictions stated in any resolution or resolutions of the Board of Directors originally fixing the number of shares constituting any series, to increase or decrease (but not below the number of shares of any such series then outstanding) the number of shares of any such series subsequent to the issue of shares of that series, to determine the designation and par value of any series and to fix the numbers of shares of any series. Common Stock and Preferred Stock The Company has authorized 500,000,000 common shares with a par value of $0.0001 per share. Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought. We have authorized 100,000,000 shares of Convertible Preferred Stock, $0.0001 par value (the "Preferred Stock"). We designated 1,000,000 shares of Series A Convertible Preferred Stock but have no issued or outstanding Preferred Stock of the Company as of September 30, 2021. As of September 30, 2021 there are no dividends due or payable on the Series A Convertible Preferred Stock. Any future terms with respect to dividends shall be determined by the Board consistent with the Corporation’s Certificate of Incorporation (“Certificate”). Any and all such future terms concerning dividends shall be reflected in an amendment to the Certificate, which the Board shall promptly file or cause to be filed. All shares of the Series A Preferred Stock shall rank pari passu with the Company’s common stock and the Series A Preferred shall have no liquidation preference over any other class of stock. Each holder of outstanding shares of Series A Convertible Preferred Stock shall be entitled to the number of votes equal to one hundred (100) votes for each share held of record on all matters submitted to a vote of the shareholders. Except as provided by law, or by the provisions establishing any other series of Preferred Stock, holders of Series A Convertible Preferred Stock and of any other outstanding series of Preferred Stock shall vote together with the holders of Common Stock as a single class. Each holder of shares of Series A Convertible Preferred Stock may, at any time and from time to time, convert (an “Optional Conversion”) each of their shares of Series A Convertible Preferred Stock into one fully paid and nonassessable share of Common Stock. In the event of a reverse split or a forward split shall occur, then in each instance the Conversion Rate shall be adjusted such that the number of shares issued upon conversion of one share of Series A Convertible Preferred Stock will equal the number of shares of Common Stock that would otherwise be issued but for such Event. |
NOTE 6 - SUBSEQUENT EVENTS
NOTE 6 - SUBSEQUENT EVENTS | 3 Months Ended |
Sep. 30, 2021 | |
Notes | |
NOTE 6 - SUBSEQUENT EVENTS | NOTE 6 - SUBSEQUENT EVENTS The Company has evaluated subsequent events occurring from September 30, 2021 through the date these financial statements were issued and noted there were no transactions that required disclosure. |
NOTE 2 - SUMMARY OF SIGNIFICA_2
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Use of Estimates and Assumptions (Policies) | 3 Months Ended |
Sep. 30, 2021 | |
Policies | |
Use of Estimates and Assumptions | Use of Estimates and Assumptions The preparation of financial statements in conformity with accounting principles generally accepted in the United States ("GAAP") requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and (iii) the reported amount of net revenues and expenses recognized during the periods presented. Adjustments made with respect to the use of estimates often relate to improved information not previously available. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of financial statements; accordingly, actual results could differ from these estimates. |
NOTE 2 - SUMMARY OF SIGNIFICA_3
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Cash and Cash Equivalents (Policies) | 3 Months Ended |
Sep. 30, 2021 | |
Policies | |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. |
NOTE 2 - SUMMARY OF SIGNIFICA_4
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Income Taxes (Policies) | 3 Months Ended |
Sep. 30, 2021 | |
Policies | |
Income Taxes | Income Taxes We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are recorded, when necessary, to reduce deferred tax assets to the amount expected to be realized. As a result of the implementation of certain provisions of ASC 740, Income Taxes ("ASC 740"), which clarifies the accounting and disclosure for uncertainty in tax positions, as defined, ASC 740 seeks to reduce the diversity in practice associated with certain aspects of the recognition and measurement related to accounting for income taxes. We adopted the provisions of ASC 740 and have analyzed filing positions in each of the federal and state jurisdictions where we are required to file income tax returns, as well as all open tax years in these jurisdictions. We have identified the U.S. federal as our "major" tax jurisdictions. However, we have certain tax attribute carryforwards which will remain subject to review and adjustment by the relevant tax authorities until the statute of limitations closes with respect to the year in which such attributes are utilized. |
NOTE 2 - SUMMARY OF SIGNIFICA_5
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Basic and Diluted Loss Per Share (Policies) | 3 Months Ended |
Sep. 30, 2021 | |
Policies | |
Basic and Diluted Loss Per Share | Basic and Diluted Loss Per Share Basic loss per share is computed using the weighted average number of shares outstanding during the period. Diluted loss per share has not been provided as it would be anti-dilutive. |
NOTE 2 - SUMMARY OF SIGNIFICA_6
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Stock-Based Compensation (Policies) | 3 Months Ended |
Sep. 30, 2021 | |
Policies | |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for share-based compensation under the provisions of ASC 718, Compensation-Stock Compensation |
NOTE 2 - SUMMARY OF SIGNIFICA_7
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Fair Value of Financial Instruments (Policies) | 3 Months Ended |
Sep. 30, 2021 | |
Policies | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company's financial instruments consist primarily of accounts payable – related party. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market interest rates of these instruments. The Company adopted ASC Topic 820, Fair Value Measurements The three-level hierarchy for fair value measurements is defined as follows: · Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets; liabilities in active markets; · Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability other than quoted prices, either directly or indirectly, including inputs in markets that are not considered to be active; or directly or indirectly including inputs in markets that are not considered to be active; · Level 3 - inputs to the valuation methodology are unobservable and significant to the fair value measurement |
NOTE 2 - SUMMARY OF SIGNIFICA_8
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Recent Accounting Pronouncements (Policies) | 3 Months Ended |
Sep. 30, 2021 | |
Policies | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Company has evaluated other recently issued accounting pronouncements and does not believe that any of these pronouncements will have a significant impact on our financial statements and related disclosures. |
NOTE 4 - RELATED PARTY TRANSA_2
NOTE 4 - RELATED PARTY TRANSACTIONS (Details) - USD ($) | Sep. 30, 2021 | Jun. 30, 2021 |
Details | ||
Accounts payable - related party | $ 6,033 | $ 0 |
NOTE 5 - EQUITY (Details)
NOTE 5 - EQUITY (Details) - $ / shares | Sep. 30, 2021 | Jun. 30, 2021 |
Details | ||
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |