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 September 30, 2010
[ ] 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 (I.R.S.
of incorporation or Employer Identification No.)
organization)
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) 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 (ss.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 [ ] 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 [ ] No [x]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 86,402,665 shares of common stock as
of November 10, 2010.
DIGITAL DEVELOPMENT PARTNERS, INC.
(A Development Stage Company)
Balance Sheet
as at
September 30, December 31,
2010 2009
--------------- -------------
(Unaudited)
ASSETS
Current Assets
Cash $ 204,324 $ 21,561
Stock Option - 100,000
Pre-paid Deposit 615,078 -
---------- ---------
819,402 121,561
Other Assets
EFT Project 8,030,492 -
Goodwill 5,000 5,000
---------- ---------
8,035,492 5,000
---------- ---------
$8,854,894 $ 126,561
========== =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts Payable and accrued liabilities 9,711 100,000
Loan from officer 668 -
---------- ---------
$ 10,379 $100,000
Long Term Liabilities
Z Loans payable 938,604
---------- ---------
Total Liabilities 948,983 100,000
---------- ---------
Stockholders' Equity
Common Stock, $0.001 par value; authorized
225,000,000 shares; issued and outstanding
26,586,000 shares as at December 31, 2009,
86,402,665 shares as at September 30, 2010 86,403 26,586
Additional Paid-In Capital 8,281,164 228,014
Deficit accumulated during the
development stage (461,656) (228,039)
---------- ---------
Total Stockholders' Equity 7,905,911 26,561
---------- ---------
$8,854,894 $ 126,561
========== =========
Accompanying notes are an integral part of these financial statements.
2
DIGITAL DEVELOPMENT PARTNERS, INC.
(A Development Stage Company)
Statement of Operations
(Unaudited)
For the Period
For the Three For the Nine Inception
Months Ended Months Ended Jan. 1, 2007 to
-------------- ------------- September 30,
2010 2009 2010 2009 2010
---- ---- ---- ---- --------------
Revenue
Product Sales $ 100,000 $ - $ 101,200 $ - $ 101,200
Cost of Sales 76,454 - 92,500 - 92,500
--------- --------- ----------- --------- ---------
Operating Income 23,546 - 8,700 - 8,700
--------- --------- ----------- --------- ---------
General and Administrative
Expenses:
Mining Leases - - - - 15,650
Advertising 55,000 - 57,383 - 57,383
Consulting 25,060 9,538 66,505 12,209 186,236
Professional Fees 6,815 18,415 66,326 36,018 133,977
Project Related Costs 17,746 3,004 14,742 3,004 17,746
Transfer Fees 734 1,754 3,184 1,754 5,807
Other Administrative
Expenses 4,603 5,099 25,378 3,358 44,758
--------- --------- ----------- --------- ---------
Total General and
Administrative Expenses 109,958 37,810 233,518 (56,343) 461,557
--------- --------- ----------- --------- ---------
Net Loss from Operations (86,412) (37,810) (224,818) (56,343) (452,857)
--------- --------- ----------- --------- ---------
Other Income and Expense
Interest Income 711 - 711 - 711
Interest Expense (6,639) - (9,510) - (9,510)
--------- --------- ----------- --------- ---------
(5,928) - (8,799) - (8,799)
--------- --------- ----------- --------- ---------
Net Loss $ (92,340) $ (37,810) $ (233,617) $ (56,343) $(461,656)
========= ========= =========== ========= =========
Loss Per Common Share:
Basic and Diluted $ (0.00) $ (0.00) $ (0.00) $ (0.00)
========= ========= =========== ==========
Weighted Average Shares
Outstanding,
Basic and Diluted: 84,402,665 20,643,587 72,489,525 14,166,978
========== ========== =========== ==========
The Accompanying notes are an integral part of these financial statements
3
DIGITAL DEVELOPMENT PARTNERS, INC.
(A Development Stage Company)
Statement of Cash Flows
(Unaudited)
For the For the Period
Nine Months Ended of Inception
September 30, Jan. 1, 2007
------------------- to September 30,
2010 2009 2010
------ ---- ----------------
Cash flows from operating activities:
Net loss (233,617) (56,343) (461,656)
Adjustments to reconcile net loss to
net cash used by operating activities:
Non cash issue of stock for services 11,467 11,467
Change in operating assets and
liabilities:
Pre-paid deposits (615,078) (615,078)
Accounts payable and accrued liabilities (90,289) (225) 9,711
--------- -------- ---------
Net cash (used by) operating activities (927,517) (56,568) (1,055,556)
--------- -------- ---------
Cash flows from investing activities
Investment in EFT Project (8,030,492) (8,030,492)
Investment in subsidiary (5,000) (5,000)
Stock issued for goodwill 5,000
Stock issued for investment 7,926,500 5,000 7,926,500
Exercise of stock option 100,000
Subscriptions received 162,000
--------- -------- ---------
Net cash (used by) investing activities (3,992) 162,000 (103,992)
--------- -------- ---------
Cash flows from financing activities:
Proceeds from loans 938,604 938,604
Common stock issued for cash 219,500
Common stock issued for debt 100,000 100,000
Proceeds of loan from officer 668 668
Contributed Capital 75,000 100 80,100
Warrants issued for cash 25,000 25,000
--------- -------- ---------
Net cash provided by financing
activities 1,114,272 25,100 1,363,872
--------- -------- ---------
Net increase (decrease) in cash 182,763 130,532 204,324
Cash, beginning of the period 21,561 3,409 -
--------- -------- ---------
Cash, end of the period $ 204,324 $133,941 $ 204,324
========== ======== =========
Supplemental cash flow disclosure:
Interest paid $ - $ - $ -
========== ======== =========
Taxes paid $ - $ - $ -
========== ======== =========
The accompanying notes are an integral part of these financial statements
4
DIGITAL DEVELOPMENT PARTNERS, INC.
(A Development Stage Company)
Statement of Stockholders' Equity For the period
from Inception (January 1, 2007) to September 30, 2010
(Unaudited)
Deficit
Accumulated
Common Stock during Total
------------------- Additional the Shareholder's
Number of Paid-In Development Equity
Shares Amount Capital Stage (Deficit)
--------- ------- ---------- ------------ --------------
Inception, January 1, 2007 - $ - $ - $ - $ -
Common stock issued for cash,
Jan. 10, 2007 @ $0.01 per share 4,500,000 4,500 10,500 15,000
Common stock issued for cash,
May, 2007 @ $0.02 per share 3,975,000 3,975 22,525 26,500
Common stock issued for cash,
June, 2007 @ $0.02 per share 2,400,000 2,400 13,600 16,000
Net loss for the year ended
December 31, 2007 (36,063) (36,063)
----------- -------- -------- --------- ----------
Balances, December 31, 2007 10,875,000 $ 10,875 $ 46,625 $ (36,063) $ 21,437
Capital contributed Nov. 26, 2008 5,000 5,000
Net loss for year ended Dec.31,
2008 (23,253) (23,253)
----------- -------- -------- --------- ----------
Balances, December 31, 2008 10,875,000 $ 10,875 $ 51,625 $ (59,316) $ 3,184
Capital contributed August 1, 2009 100 100
Stock Issued for purchase of
subsidiary Aug 3, 2009 @
$0.0033/share 15,495,000 15,495 (10,495) 5,000
Sale of warrant @ $25,000
Aug.3, 2009 25,000 25,000
Common stock issued for cash
Dec. 31, 2009 @ $0.75 per share 216,000 216 161,784 162,000
Net loss for year ended Dec.31,
2009 (168,723) (168,723)
----------- -------- -------- --------- ----------
Balances, December 31, 2009 26,586,000 $ 26,586 $228,014 $(228,039) $ 26,561
Capital contributed. Feb. 2, 2010 75,000 75,000
January 5, 2010 common stock
issued for debt 100,000 100 99,900 100,000
Common stock issued for services
@ $0.10 per share. Feb. 2, 2010 114,665 115 11,352 11,467
Stock issued per agreement with
EFT Biotech Holdings, Inc.
Feb. 18, 2010 @ $0.10 per share 79,265,000 79,265 7,847,235 7,926,500
Common stock returned to Treasury
and cancelled Feb. 22, 2010 (20,095,000) (20,095) 20,095 -
June, 2010 stock issued pursuant
to completion of Sep. 2009
offering 432,000 432 (432) -
Net loss for nine months ended
September 30, 2010 (233,617) (233,617)
----------- -------- -------- --------- ----------
Balances, September 30, 2010 86,402,665 $ 86,403 $8,281,164 (461,656) 7,905,911
========== ======== ========== ========= =========
The accompanying notes are an integral part of these financial statements
5
DIGITAL DEVELOPMENT PARTNERS INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2010
(Unaudited)
1. Basis of Presentation and Nature of Operations
These unaudited interim financial statements as of and for the nine months ended
September 30, 2010 reflect all adjustments which, in the opinion of management,
are necessary to fairly state 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. All adjustments
are of a normal recurring nature. These unaudited interim financial statements
should be read in conjunction with the Company's financial statements and notes
thereto included in the Company's December 31, 2009 report on form 10-K. The
Company assumes that the users of the interim financial information herein have
read, or have access to, the audited financial statements for the preceding
period, and that the adequacy of additional disclosure needed for a fair
presentation may be determined in that context. The results of operations for
the nine month period ended September 30, 2010 are not necessarily indicative of
results for the entire year ending December 31, 2010. A majority of the shares
of the Company's subsidiary, YuDeal, Inc., were disposed of during the first
three months of the fiscal year. The remainder of the YuDeal shares were
distributed to the Company's stockholders in March and April 2010. The Statement
of Operations represents combined activity during the consolidated period, to
the date of disposal of YuDeal Stock.
Organization
The Company was incorporated as Cyprium Resources, Inc. under the laws of Nevada
on 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.
Current Business of the Corporation
In January, 2007 the Company entered into a 20 year lease agreement with the
owner of 10 mining claims situated in Utah, known as the King claims. The lease
was maintained current through September 30, 2008, however mining activities
were limited. The lease was terminated by mutual agreement in November 2008.
On August 3, 2009 the Company acquired all of the outstanding stock of 4gDeals
Inc., a private StateplaceNevada corporation, through the issue of 15,495,000
shares of the Company's common stock. 4gDeals Inc. changed its name in 2009 to
Yu Deal Inc. YuDeal is a development stage company soliciting merchants for
contracts for the use of its web based system for issuing coupons to customers
on-line.
On November 11, 2009 the Company purchased an option to buy all the membership
interests in Top Floor Studio Inc., a private Pennsylvania Limited Liability
Corporation, through the issue of 100,000 shares of Company stock. Top Floor
Studio, a web design company, began working with YuDeal, Inc. on web marketing
of YuDeal's product.
6
On February 17, 2010 the Company adopted a reorganization plan 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.
Accordingly on February 17, 2010 an agreement was signed with EFT Biotech
Holdings, Inc., which trades on the OTC Bulletin Board under the symbol "EFTB",
and markets its "EFT-Phone" through direct marketing in China including Hong
Kong. The distribution and servicing rights to the EFT phonewere acquired by the
Company through the issuance of 79,265,000 shares of the Company's common stock.
In connection with the acquisition of the distribution and servicing rights to
the EFT phone, the management of the Company resigned. The Company's president,
Isaac Roberts, was replaced by Jack Jie Quin, president of EFT Biotech Holding
Inc.
Pursuant to the plan, in February, 2010 the option on Top Floor Studio was
exchanged with YuDeal, Inc. for 2,480,066 shares of YuDeal common stock.
On February 22, 2010, pursuant to the plan, 2,009,501 shares of YuDeal common
stock held by the Company following the exchange with YuDeal Inc., were
exchanged for Company stock owned by four stockholders of the company. These
included the former president and Secretary of the Company and the Chief
Operating Officer of Top Floor Studio, Inc. The exchange was on the basis of one
YuDeal share for ten Company shares. This resulted in 20,095,000 Company shares
being returned to Treasury, which were then cancelled.
Following these transactions, the Company held a residual of 670,565 shares of
YuDeal Inc. According to the plan of reorganization, these shares are earmarked
for distribution to Company stockholders on the basis of one share of YuDeal,
Inc. for every ten shares of Company stock held. The shares were issued to
stockholders between March 8 and April 6, 2010
2. Summary of Significant Accounting Policies
Use of Estimates
The preparation of financial statements in conformity with accounting principles
generally accepted in the country-regionplaceUnited 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. Significant estimates made
by management are, among others, realizability of long-lived assets and deferred
taxes.
Cash and equivalents
Cash and equivalents include investments with initial maturities of three months
or less.
7
Fair Value of Financial Instruments
ASC No. 820, "Fair Value Measurements and Disclosures" requires disclosure of
fair value information about financial instruments when it is practicable to
estimate that value. The carrying amounts of the Company's financial instruments
as of September 30, 2010 approximate their respective fair values because of the
short-term nature of these instruments. Such instruments consist of cash,
accounts payable and accrued expenses. The fair value of related party payables
is not determinable.
Income Taxes
The Company utilizes ASC 740, "Accounting for Income Taxes," which requires the
recognition of deferred tax assets and liabilities for the expected future tax
consequences of events that have been included in the financial statements or
tax returns. Under this method, deferred tax assets and liabilities are
determined based on the difference between the tax basis of assets and
liabilities and their financial reporting amounts based on enacted tax laws and
statutory tax rates applicable to the periods in which the differences are
expected to affect taxable income. Valuation allowances are established, when
necessary, to reduce deferred tax assets to the amount expected to be realized.
The Company generated a deferred tax credit through net operating loss
carryforwards. However, a valuation allowance of 100% has been established, as
the realization of the deferred tax credits is not reasonably certain, based on
going concern considerations outlined under "Going Concern" following.
Recent Accounting Pronouncements
In May, 2009, the FASB issued ASC 855, Subsequent Events, which established
general accounting standards and disclosure for subsequent events. In accordance
with SFAS No. 165, the Company has evaluated subsequent events through the date
the financial statements were filed.
In June, 2009, the FASB issued ASC 168 - The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles - a
replacement of FASB Statement No. 162. SFAS 168 establishes the FASB Accounting
Standards Codification as the single source of authoritative US generally
accepted accounting principles recognized by the FASB to be applied to
nongovernmental entities. SFAS 168 is effective for financial statements issued
for interim and annual periods ending after September 15, 2009. The adoption of
SFAS 168 will not have an impact on the Company's financial position, results of
operations or cash flows.
In January 2010, the FASB issued ASU No. 2010-01, amending SFAS No. 168, "The
FASB Accounting Standards Codification(TM) and the Hierarchy of Generally
Accepted Accounting Principles." This Standard codified in ASC 105 is being
modified to include the authoritative and non-authoritative levels of GAAP. This
amendment is effective for financial statements issued for interim and annual
periods ending after September 15, 2009. ASU No. 2010-01 has no effect on the
Company's financial position, statements of operations, or cash flows at this
time.
In February 2010, the FASB issued ASU No. 2010-09, "Subsequent Events (ASC Topic
855), Amendments to Certain Recognition and Disclosure Requirements." This
Standard update requires a SEC Filer to (1) evaluate subsequent events through
the date that the financial statements are issued or available to be issued, (2)
defines "SEC Filer" as an entity that is required to file or furnish its
financial statements with either the SEC or, with respect to an entity subject
to Section 12(i) of the Securities Exchange Act of 1934, as amended, the
appropriate agency under that Section, (3) not be bound to disclosing the date
through which subsequent events have been evaluated, (4) note the definition of
public entity is not longer defined nor necessary for Topic 855, (5) note the
scope of the reissuance disclosure requirements is refined to include revised
financial statements only. These Updates are effective for interim or annual
8
periods ending after June 15, 2010. ASU No. 2010-09 has no effect on the
Company's financial position, statements of operations, or cash flows at this
time.
Going Concern
The Company's financial statements are prepared using accounting principles
generally accepted in the country-regionplaceUnited 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 to allow it to continue as a going concern. The ability of the Company
to continue as a going concern is dependent on the Company obtaining adequate
capital to fund operating losses until it becomes profitable. If the Company is
unable to obtain adequate capital, it could be forced to cease development of
operations.
The ability of the Company to continue as a going concern is dependent upon its
ability to successfully accomplish its plans to eventually secure sources of
financing and attain profitable operations. The accompanying financial
statements do not include any adjustments relating to the recoverability and
classification of recorded asset amounts or the amount and classifications or
liabilities or other adjustments that might be necessary should the Company be
unable to continue as a going concern.
Development-Stage Company
The Company is considered a development-stage company, with limited operating
revenues during the periods presented, as defined by Statement of Financial
Accounting Standards ("SFAS") No. 7. SFAS. No. 7 requires companies to report
their operations, shareholders deficit and cash flows since inception through
the date that revenues are generated from management's intended operations,
among other things. Management has defined inception as January 1, 2007. Since
inception, the Company has incurred an operating loss of $(461,656). The
Company's working capital has been generated through the sales of common stock
and warrants. Management has provided financial data since January 1, 2007,
"Inception" in the financial statements, as a means to provide readers of the
Company's financial information to make informed investment decisions.
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 dilative 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.
As of September 30, 2010 the Company has potentially dilutive securities in
outstanding warrants for the purchase of 2,666,330 shares of common stock. Since
the Company is in a loss position the warrants are anti-dilutive and not
considered in the calculation.
The following is a reconciliation of the numerator and denominator of the basic
and diluted earnings per share computations for the nine months ended September
30, 2010 and 2009:
9
Numerator: 2010 2009
---- ----
Basic and diluted net loss per share:
Net Loss $ (233,617) $ (56,343)
Denominator
Basic and diluted weighted average
number of shares outstanding 72,489,525 14,166,978
Basic and Diluted Net Loss Per Share $ (0.00) $ (0.00)
3. Pre-paid Deposit
September 30, December 31,
2010 2009
------------- -----------
615,078 0
======= ==
A deposit was made for the manufacture of EFT smart phones following purchase of
distribution and servicing rights from EFT Biotech Holdings, Inc. in February,
2010.
4. EFT Project
September 30, December 31,
2010 2009
------------- -----------
$8,030,492 $ 0
========== =====
The EFT Project represents the cost of acquisition of a new line of technology
through the acquisition in February, 2010 of the worldwide distribution and
servicing rights for the "EFT Smart Phone". This was purchased from EFT Biotech
Holdings, Inc, through the issuance of common stock.
5. Loans Payable
September 30, December 31,
2010 2009
------------- -----------
Loan Payable - EFT Biotech $ 579,296 $ 0
Loan Payable - EFT International 359,308 0
---------- -----
$ 938,604 $ 0
========== =====
A promissory note for $500,000 was issued May 13, 2010 to EFT Biotech Holdings
Inc., a California corporation located in City of Industry, California. A series
of advances was received from EFT Biotech from May to August, 2010 totaling
$579,296. The note bears annual interest of 5%, requires no monthly payments,
and matures November 13, 2010.
An advance was received of $359,308 from EFT International Ltd., a British
Virgin Islands corporation, in the quarter ended September 30, 2010. The loan
bears interest at 5% per annum, requires no monthly payments, and matures
September 30, 2011.
10
6. Income Taxex
No provision was made for federal income tax, since the Company had an operating
loss and has accumulated net operating loss carryforwards. The net operating
loss carryforwards may be used to reduce taxable income through the year 2025.
7. Capital Stock
Common Stock Issues
On January 5, 2010 the Company issued 100,000 shares of common stock to the
principal of Top Floor Studio Inc. in payment for the option to buy all the
membership interests of that company, pursuant to an agreement signed November
11, 2009.
On February 2, 2010 the Company issued 114,665 shares of common stock for
services, at $0.10 per share, representing the market price of the stock. An
expense of $11,467 was recorded. The shares were accompanied by an equal number
of Series A and Series B warrants. The Series A warrants entitle the holder to
purchase one share of the Corporation's common stock at a price of $1.00 per
share at any time on or before September 30, 2014. The Series B warrants are
similar, the strike price being $1.25.
On February 18, 2010 the Company issued 79,265,000 shares of common stock to EFT
Biotech Holdings, Inc. pursuant to an agreement to purchase the worldwide
distribution and servicing rights of the EFT-Phone system.
On February 22, 2010, 20,095,000 shares of Company stock were returned to
Treasury and cancelled, pursuant to an agreement to exchange the stock for
2,009,501 shares of subsidiary YuDeal, Inc.
In June, 2010, 432,000 shares of Company stock were recorded as issued pursuant
to completion of the September 2009 offering.
As at September 30, 2010, the Company was authorized to issue 225,000,000 common
shares, of which 86,402,665 were issued and outstanding.
8. Subsequent Events
The Company has evaluated subsequent events through the date the financial
statements which are included as part of this report have been issued and has
determined that no subsequent events have occurred which need to be disclosed.
11
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operation
The Company was incorporated in December 2006. Since its inception, the
Company has generated only limited revenue.
In January 2007 the Company leased ten mining claims from an unrelated
third party. These claims were located in placeCityPiute County, StateUtah. The
mining lease was for a twenty-year term and required the Company to pay a
royalty to the lessor equal to 2.5% of the net smelter returns from the sale of
any minerals extracted from the claims. Minimum royalty payments of $4,500 were
also required each year during the term of the lease.
On November 1, 2008 the mining lease was terminated by the mutual
agreement of the Company and the lessor.
Between November 2008 and March 2009 the Company did not conduct any
business.
On January 15, 2009 Jeffrey A. Collins purchased 1,500,000 shares of the
Company's common stock from Consultants & Risk Management, Inc. At that time,
the 1,500,000 shares purchased by Mr. Collins represented approximately 42% of
the Company's common stock and Consultants & Risk Management, Inc. was
controlled by the Company's sole officer and director, Richard Shea.
Contemporaneous with the sale, Richard Shea resigned as an officer and director
of the Company and Jeffrey Collins was appointed as the sole officer and
director of the Company.
On May 19, 2009 Jeffrey Collins, the Company's sole director:
o in accordance with Section 78.207 of the Nevada Revised Statutes,
approved a resolution approving a 3-for-1 forward stock split and
increasing the Company's authorized capitalization to 225,000,000
shares of common stock; and
o in accordance with Section 92A.180 of the StateplaceNevada revised
statutes, approved a resolution changing the Company's name to Digital
Development Partners, Inc.
Prior to May 19, 2009 the Company had an authorized capitalization of
75,000,000 shares of common stock and had 3,625,000 outstanding shares of common
stock. Following the forward split, the Company had 10,875,000 outstanding
shares of common stock.
The forward stock split and the name change became effective on the OTC
Bulletin Board on June 29, 2009.
On August 3, 2009 the Company acquired all of the outstanding shares of
4gDeals, Inc. for 15,495,000 shares of the Company's common stock. At the time,
Isaac Roberts was the President and a director of 4gDeals and Ravikumar
Nandagopalan was the Secretary, Treasurer and a director of 4gDeals.
12
In connection with the acquisition:
o Jeffrey Collins resigned as the Company's sole officer and director;
o Isaac Roberts was appointed the Company's President and a director;
o Ravikumar Nandagopalan was appointed the Company's Secretary and
Treasurer and a director;
o Jeffrey Collins sold 4,500,000 shares (as adjusted for the June 2009
forward stock split) of the Company's common stock to Isaac Roberts
for a nominal price; and
o the Company issued Mr. Collins a warrant which allows Mr. Collins to
acquire up to 2,000,000 shares of the Company's common stock at a
price of $1.00 per share at any time prior to June 1, 2014. These
warrants were subsequently assigned by Mr. Collins to unrelated third
parties.
Between September 30 and November 4, 2009 the Company sold 216,000 Units
to private investors at a price of $0.75 per Unit. Each Unit consisted of one
share of the Company's common stock, one Series A Warrant and one Series B
Warrant.
Each Series A Warrant entitles the holder to purchase one share of the
Company's common stock at a price of $1.00 per share. Each Series B Warrant
entitles the holder to purchase one share of the Company's common stock at a
price of $1.25 per share. The Series A and B Warrants expire on September 30,
2014.
In November 2009 the Company issued 100,000 shares of its common stock in
consideration for an option to acquire TopFloor Studios LLC. TopFloor Studios is
a privately held company engaged in website design.
On December 18, 2009 James McMahon was appointed the Company's Chief
Operating Officer and a director.
On December 18, 2009 4gDeal's articles of incorporation were amended to
change the name of 4gDeals to YuDeal, Inc.
YuDeal is developing a software based network which will allow restaurants,
merchants and service providers to send text messages to customers advising the
customer of discounts or other promotional offers. Through YuDeal's network, the
customer will be able to accept or counter the restaurant, merchant or service
provider's offer until the restaurant, merchant or service provider agree on a
new discount or promotional offer. The text message containing the agreed upon
discount or promotional offer will contain a code that will allow the customer
to obtain the discount or promotional offer. Establishments using this network
will be able to notify customers rapidly of discounts and promotional offers and
will avoid the time and cost of publishing the discount or promotional offer in
newspapers, or other traditional forms of media including the internet.
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In February 2010 the Company determined that its existing capital structure
would impair its ability to raise the capital required to further the
development of YuDeal's network. Accordingly, the Company adopted a
reorganization plan which:
o involved the distribution of its shares in YuDeal to the Company's
shareholders; and
o the acquisition of new line of technology which has the prospect of
being the core of a commercially viable business.
Consistent with its reorganization plan, on February 18, 2010 the
Company's directors approved an agreement between the Company and EFT Biotech
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 $300 (plus $30 for shipping and
handling fees), the customer becomes an "Affiliate". As of September 30, 2010,
EFT had approximately 1,106,000 Affiliates, a majority of which are located in
China and Hong Kong.
EFT's common stock trades on the OTC Bulletin Board under the symbol
"EFTB."
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
EFT-Phone will have educational applications and PowerPoint presentation
capability for recruiting and 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.
In connection with the agreement between the Company and EFT:
o Isaac Roberts resigned as the Company's President and a director;
o Ravikumar Nandagopalan resigned as the Company's Secretary, Treasurer
and a director;
o James McMahon resigned as the Company's Chief Operating Officer and a
director; and
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o Jack Jie Qin was appointed as the Company's sole director.
As part of its reorganization plan, the Company:
o assigned its option to purchase TopFloor Studios LLC to YuDeal in
exchange for 2,580,066 shares of YuDeal's common stock, and
o the following persons exchanged all of their shares of the Company's
common stock for shares of YuDeal's common stock:
Shares of Company's Shares of YuDeal's common stock
common stock exchanged received in exchange for shares
for name shares of YuDeal of the Company's common stock
------------------------- -------------------------------
Isaac Roberts 16,295,925 1,629,593
Ravikumar Nandagopalan 3,499,125 349,913
Christopher Killen 199,950 19,995
Ty Hallock 100,000 10,000
Following the transactions described above, the Company owned 670,565
shares of YuDeal. In April 2010 these 670,565 shares were distributed to the
Company's shareholders, with the exception of EFT, which did not participate in
the distribution, on the basis of one share of YuDeal for every ten outstanding
shares of the Company's common stock owned. YuDeal plans to sell shares of its
capital stock to fund its operations. Accordingly, the 670,565 shares of YuDeal
which were distributed to the Company's shareholders are expected to represent
less than 10% of YuDeal's outstanding shares.
The Company is actively marketing the EFT-Phones to the affiliates of EFT.
The EFT-Phone has a retail price of approximately $300.
The Company is in the development stage and has generated only limited
revenue through September 30, 2010. The Company needs capital to implement its
business plan. The Company will attempt to raise capital through the private
sale of its common stock or other securities.
As of September 30, 2010 the Company did not have any full time employees.
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
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Principal Executive and Financial Officer, as appropriate to allow timely
decisions regarding required disclosure. As of September 30, 2010, 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 effective.
(b) Changes in Internal Controls. There were no changes in the Company's
internal control over financial reporting during the quarter ended September 30,
2010, 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.
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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.
November 15, 2010 By: /s/ Jak Jie Qin
----------------------------
Jack Jie Qin, President, Principal
Executive, Financial and Accounting
Officer
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