UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB/A
(Mark one)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2002
[ ] TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _________ to ___________
AMERICAN SPORTS DEVELOPMENT GROUP, INC.
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(Exact name of small business issuer as specified in its charter)
Commission File Number 0 - 26943
Delaware 95-4695878
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(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
155 Verdin Road, Greenville, SC 29607
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 864-458-7221
American Inflatables, Inc.
947 Newhall Street, Costa Mesa, CA 92627
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(Former Name and 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
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APPLICABLE ONLY TO CORPORATE ISSUERS
As of June 30, 2002 there were 61,806,737 shares of the Registrant's common
stock, $.001 par value per share, issued and outstanding.
The text of Part II, Item 2 set forth below replaces in its entirety the text of
Part II, Item 2 set forth in the Company's Quarterly Report on Form 10-QSB for
the fiscal quarter ended June 30, 2002.
PART II.
ITEM 2. CHANGES IN SECURITIES.
During the fiscal quarter ended June 30, 2002, the Company issued common stock
in the transactions described below that were not registered under the
Securities Act of 1933, as amended (the "Securities Act"). The Company believes
that all of the following transactions were exempt from such registration
pursuant to Section 4(2) of the Securities Act.
1. On April 1, 2002, the Company issued a convertible note in the
principal amount of $30,000 bearing interest at an annual rate
equal to10% that was convertible into 200,000 shares of the
Company's common stock. The note was issued to Spartan Limited
Partnership, the general partner of which is an employee of
Paintball Incorporated. The note was converted in accordance with
its terms on June 27, 2002.
2. On May 16, 2002, the Company issued 653,232 shares of its common
stock to Gregg Mulholland, the President and Chief Executive
Officer and a director and substantial shareholder of the Company
in satisfaction of $206,250 in accrued unpaid salary and $211,819
of cash advances by Mr. Mulholland to the Company.
3. On May 16, 2002, the Company issued 175,000 shares of its common
stock to Dale Paisley, a consultant who performed many of the
duties ordinarily performed by a chief financial officer prior to
the Company's acquisition of Paintball, in satisfaction of
$100,000 of accrued payables owed to Mr. Paisley.
4. On May 16, 2002, the Company issued 100,000 shares of its common
stock to Jeff Jacobson, the Company's chief operating officer
prior to the Company's acquisition of Paintball, in satisfaction
of oral promises made to Mr. Jacobson by the Company's chief
executive officer prior to the Paintball acquisition, Gregg
Mulholland.
5. On May 17, 2002, in accordance with the Company's acquisition of
Paintball Incorporated, the Company issued 50,612,159 shares of
its common stock, or 83% of the total outstanding shares on a
fully diluted basis after the issuance, to the three shareholders
of Paintball for all the issued and outstanding shares of
Paintball, making Paintball a wholly owned subsidiary of the
Company.
6. On May 17, 2002, in connection with the Company's acquisition of
Paintball Incorporated, Universal Consultants, Inc. ("UCI")
exercised a warrant dated December 20, 2000 to acquire 1,320,000
shares of the Company's common stock at an exercise price of $0.25
per share (for an aggregate exercise price of $330,000). The
exercise price was paid by the forgiveness of the entire principal
amount of a $330,000 promissory note issued by the Company to UCI
on December 12, 2000.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits
99.1 Certification of Chief Executive Officer Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
99.2 Certification of Chief Financial Officer Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the
Registrant has duly authorized this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: August 20, 2002
American Sports Development Group, Inc.
By: /s/ William R. Fairbanks
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William R. Fairbanks
President and Chief Executive Officer
EXHIBITS
99.1 Certification of Chief Executive Officer Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
99.2 Certification of Chief Financial Officer Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.