SECURITIES AND EXCHANGE COMMISSION
Washington, D.C., 20549
FORM 6-K
Report of Foreign Issuer
- --------------------------------------------------------------------------------
FOR PERIOD ENDED January 15, 2003
COMMISSION FILE NUMBER: (SEC File No: 0-30006)
SUNGOLD ENTERTAINMENT CORP.
---------------------------
(Translation of registrant's name into English)
#500 - 666 Burrard Street
Vancouver, British Columbia
Canada, V6C 3P6
---------------------------------------
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F.
Form 20-F X Form 40-F __
-
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ____ No _X_
-
SUNGOLD ENTERTAINMENT CORP.
INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2002
(A Development Stage Company)
(Presented in Canadian Dollars)
(Unaudited - See Notice to Reader)
LOEWEN, STRONACH & CO.
Chartered Accountants
L
S
LOEWEN, STRONACH & CO.
Chartered Accountants
A partnership of incorporated professionals
7th Floor, 2695 Granville Street, Vancouver, BC V6H 3H4
* Fax (604) 736-1225 * Telephone (604) 736-1221 * E-mail lsco@telus.net
- --------------------------------------------------------------------------------
NOTICE TO READER
We have compiled the interim consolidated balance sheet of Sungold Entertainment
Corp. as at November 30, 2002 and the interim consolidated statements of loss
and deficit and cash flows for the three months ended November 30, 2002 from
information provided by the Company's management. We have not audited, reviewed
or otherwise attempted to verify the accuracy or completeness of such
information. Readers are cautioned that these interim consolidated statements
may not be appropriate for their purposes.
/s/ Loewen, Stronach & Co.
Chartered Accountants
Vancouver, BC
December 14, 2002
MEMBERS OF
INSTITUTE OF CHARTERED ACCOUNTANTS OF BRITISH COLUMBIA
SUNGOLD ENTERTAINMENT CORP.
INTERIM CONSOLIDATED BALANCE SHEET
NOVEMBER 30, 2002
(A Development Stage Company)
(Presented in Canadian Dollars)
(Unaudited - See Notice to Reader)
November 30 August 31
2002 2002
$ $
------------- -------------
ASSETS
CURRENT ASSETS
Cash 48,804 23,772
Shares subscription receivable 115,673 -
Prepaid expenses and deposits 173,738 374,953
------------- -------------
338,215 398,725
PRE-DEVELOPMENT COSTS (Note 4) 2,772,095 2,768,316
CAPITAL ASSETS (Note 5) 552,104 541,484
------------- -------------
3,662,414 3,708,525
============= =============
LIABILITIES
CURRENT LIABILITIES
Accounts payable and accrued liabilities 62,556 32,824
Loans payable - 282,187
Obligation under capital leases (Note 6) 19,386 19,423
------------- -------------
81,943 334,434
OBLIGATION UNDER CAPITAL
LEASES (Note 6) 12,445 17,253
------------- -------------
94,388 351,687
------------- -------------
SHAREHOLDERS' EQUITY
SHARE CAPITAL (Note 7) 17,048,204 16,156,646
DEFICIT (13,480,178) (12,799,808)
------------- -------------
3,568,026 3,356,838
------------- -------------
3,662,414 3,708,525
============= =============
APPROVED BY THE DIRECTORS:
/s/ Kim Hart Director
- ---------------------
/s/ Anne Kennedy Director
- ---------------------
(See accompanying notes to interim consolidated financial statements)
LOEWEN, STRONACH & CO. Chartered Accountants
SUNGOLD ENTERTAINMENT CORP.
INTERIM CONSOLIDATED STATEMENT OF LOSS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2002
(A Development Stage Company)
(Presented in Canadian Dollars)
(Unaudited - See Notice to Reader)
Three months ended
November 30 November 30
2002 2001
$ $
-----------------------
REVENUE
Sales 394 1,757
Foreign exchange gain (loss) 5,116 (325)
Interest income - 4
---------- -----------
5,510 1,436
---------- -----------
EXPENSES
Advertising and promotion 367,286 157,981
Travel and conferences 86,265 39,400
Management fees 61,500 61,500
Internet services 42,574 80,988
Amortization 32,030 40,350
Professional and consulting fees 29,476 12,957
Insurance 21,204 16,137
Office rent and services 16,580 14,745
Office and miscellaneous 15,466 10,396
Investor relations 6,097 86,637
Interest on capital leases 2,860 2,064
Prizes 2,367 9,265
Transfer agent and filing fees 1,164 2,799
Interest and bank charges 1,011 562
---------- -----------
685,880 535,781
---------- -----------
LOSS 680,370 534,345
DEFICIT - beginning 12,799,808 10,197,168
---------- -----------
DEFICIT - ending 13,480,178 10,731,513
========== ===========
(See accompanying notes to interim consolidated financial statements)
LOEWEN, STRONACH & CO. Chartered Accountants
SUNGOLD ENTERTAINMENT CORP.
INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2001
(A Development Stage Company)
(Presented in Canadian Dollars)
(Unaudited - See Notice to Reader)
Three months ended
November 30 November 30
2002 2001
$ $
-----------------------
OPERATING ACTIVITIES
Loss (680,370) (534,345)
Item not involving cash:
Amortization 32,030 40,350
-----------------------
(648,340) (493,995)
Cash provided by changes in non-cash
working capital items:
Shares subscription receivable (115,673)
Prepaid expenses and deposits 201,215 (3,769)
Accounts payable and accrued liabilities 29,733 (46,752)
Loans payable (repaid) (282,187) -
-----------------------
(815,252) (544,516)
-----------------------
INVESTING ACTIVITIES
Pre-development costs (3,779) (4,312)
Acquisition of capital assets (42,650) -
-----------------------
(46,429) (4,312)
-----------------------
FINANCING ACTIVITIES
Repayment of capital leases liability (4,845) (4,476)
Issuance of shares 891,558 471,949
-----------------------
886,713 446,473
-----------------------
INCREASE (DECREASE) IN CASH 25,032 (81,355)
CASH - beginning 23,772 104,194
-----------------------
CASH - ending 48,804 22,839
-----------------------
Notes to statement of cash flows:
1) Cash consists of balances with banks
2) Interest and income taxes paid:
Interest paid 3,871 2,626
Income taxes paid - -
(See accompanying notes to interim consolidated financial statements)
LOEWEN, STRONACH & CO. Chartered Accountants
SUNGOLD ENTERTAINMENT CORP.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2002
(Unaudited - See Notice to Reader)
(A Development Stage Company)
(Presented in Canadian Dollars)
Note 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a) Commitments and Contingencies
The Company's activities are subject to various governmental laws and
regulations relating to horseracing, virtual horseracing and online jackpot
wagering. These regulations are continually changing. The Company believes
its operations comply in all material respects with all applicable laws and
regulations.
b) Basic of Consolidation
These consolidated financial statements include the accounts of the Company
and its wholly owned subsidiaries, Sungold Entertainment USA, Inc.,
Horsepower Broadcasting Network Inc. and Horsepower Broadcasting Network
(HBN) International Ltd. All inter-company transactions and balances have
been eliminated.
c) Translation of Foreign Currencies:
Accounts recorded in foreign currency have been converted to Canadian
dollars as follows:
* Current assets and current liabilities at exchange rates at the end of
the year;
* Other assets at historical rates;
* Revenues and expenses at the average rate of exchange for the month
incurred.
Gains and losses resulting from the fluctuation of foreign exchange rates
are included in the determination of income.
d) Pre-development costs
The cost of each pre-development project is capitalized until commercial
production is established. If management determines that a project is not
economically viable, the property and related deferred expenditures are
written off.
The costs deferred at any time do not necessarily reflect present or future
values. The ultimate recovery of such amounts depends on the Company
successfully developing and commencing the project.
e) Capital Assets and Amortization
Capital assets are recorded at cost with amortization provided on a
declining balance as follows:
Computer equipment 30%
Computers under capital leases 30%
Internet software 20%
The above rate has been utilized to reflect the anticipated life
expectancy. In the year of acquisition only one-half the normal rate is
applied.
.. /2
LOEWEN, STRONACH & CO. Chartered Accountants
SUNGOLD ENTERTAINMENT CORP.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2002
(Unaudited - See Notice to Reader)
(A Development Stage Company)
(Presented in Canadian Dollars)
PAGE - 2 -
Note 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
f) Income Taxes
Future income tax assets and liabilities are determined based on
differences between the financial statements carrying values and their
respective income tax bases (temporary differences). Future income tax
assets and liabilities are measured using the enacted tax rates expected to
be in effect when the temporary differences are likely to reverse. The
effect on future income tax assets and liabilities of a change in rates is
included in operations in the period in which the change is enacted or
substantively enacted. The amount of future income tax assets recognized is
limited to the amount that is more likely than not to be realized.
g) Stock-based Compensation Plans
The Company has a stock-based compensation plan, which is described in Note
7 b) i). No compensation expense is recognized for these plans when stock
options are issued to members of the Board of Directors. Any consideration
paid by members of the Board of Directors upon exercise of stock options is
recorded as an increase to share capital.
NOTE 2 PRE-DEVELOPMENT COSTS
a) Gun Lake Indian Band project
In 1994 the Company entered into an agreement with the Gun Lake Indian Band
("Band") in Michigan, USA to develop and manage a full service casino and
gaming operation.
The Company had filed a comprehensive lawsuit in the Michigan courts
against the Band. The litigation arose out of notification that the Band
would not honour its agreement with the Company. The Company sued for
specific performance and is seeking damages. The Michigan Court of Appeals
court dismissed the appeal on the basis of the Defendants' claim of
sovereign immunity. The Company is considering applying for permission for
a review of these issues with the United States Supreme Court, having been
recently denied leave to appeal in the Michigan Supreme Court. Recently,
the Michigan Court ruled that the State of Michigan is required to issue a
gaming compact to the Gun Lake Tribe. During the period, no pre-development
costs were capitalized under Gun Lake Indian Band project.
August 31 November 30
2002 Additions 2002
$ $ $
----------------------------------
Consulting and legal fees 1,036,168 - 1,036,168
Contractual obligation 520,117 - 520,117
Travel and lodging 213,432 - 213,432
----------------------------------
1,769,717 - 1,769,717
----------------------------------
.. /3
LOEWEN, STRONACH & CO. Chartered Accountants
SUNGOLD ENTERTAINMENT CORP.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2002
(Unaudited - See Notice to Reader)
(A Development Stage Company)
(Presented in Canadian Dollars)
PAGE - 3 -
NOTE 2 PRE-DEVELOPMENT COSTS (continued)
b) Vancouver Racecourse / Richmond Equine Training Centre project
In Vancouver, British Columbia, the Company has presented a proposal to
renovate the Hastings Park horse track facility in conjunction with the
construction of a one-mile thoroughbred training centre in Richmond.
The Company abandoned an option to purchase 227 acres in Richmond, British
Columbia, Canada for the purpose of developing a horse training complex.
The Company is in a process of negotiating an option to purchase 100 acres
in Richmond, British Columbia.
In September 2002, the Company renegotiated to extend the agreement with a
related party who is interested in both the Vancouver one-mile racecourse
and the Richmond equine training centre project. The agreement set out the
intention of both parties that upon the Company receiving the appropriate
permission from the City of Richmond, BC and from the province of British
Columbia to develop the project, the interested party would purchase 6
million common treasury shares of Sungold Entertainment Corp. at US$4.00
per share by way of a private placement. The agreement was extended to
October 1, 2003.
August 31 November 30
2002 Additions 2002
$ $ $
-----------------------------
Consulting and legal fees 807,626 - 807,626
Architectural fees 32,752 - 32,752
Other direct costs 20,972 - 20,972
-----------------------------
861,350 - 861,350
-----------------------------
.. /4
LOEWEN, STRONACH & CO. Chartered Accountants
SUNGOLD ENTERTAINMENT CORP.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2002
(Unaudited - See Notice to Reader)
(A Development Stage Company)
(Presented in Canadian Dollars)
PAGE - 4 -
NOTE 3 PRE-DEVELOPMENT COSTS (continued)
c) HorsepowerTM Software Development project
On September 15, 1999, the Company incorporated a wholly owned subsidiary,
Horsepower.com Network Inc. in the Province of British Columbia under the
Company Act (British Columbia), and its principal activity is developing
internet wagering and payment processing software. On March 22, 2000, the
subsidiary name changed to Horsepower Network.com Inc., and on January 25,
2001, the subsidiary name changed to Horsepower Broadcasting Network Inc.
("HBN").
Since 1999 the Company has developed the Horsepower parimutal, random,
world wagering pool which is based on a virtual Horserace system.
Sungold owns the exclusive proprietary rights to operate the Horsepower
World Pool (HPWP), market the HorsepowerTM system, license the system, sell
commercial sponsorships, sell advertising and any other promotion
associated with the system. Sungold reserves the rights to all intellectual
property.
HBN acquired computer hardware, developed software and leased a hosting
facility that enables Horsepower to operate on the world wide web 24 / 7 as
a $US based World wagering pool. HBN has engaged its' sister company
Horsepower Broadcasting Network (HBN) International Ltd. to operate their
US $ Internet wagering site.
A major expansion of the Horsepower World Pool is expected in 2003 with
many racetracks in North America and internationally wagering into the
Horsepower World Pool Pick 1 and Pick 6 parimutal pools.
August 31 November 30
2002 Additions 2002
$ $ $
-----------------------------
Legal and consulting fees 58,999 - 58,999
-----------------------------
.. /5
LOEWEN, STRONACH & CO. Chartered Accountants
SUNGOLD ENTERTAINMENT CORP.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2002
(Unaudited - See Notice to Reader)
(A Development Stage Company)
(Presented in Canadian Dollars)
PAGE - 5 -
NOTE 4 PRE-DEVELOPMENT COSTS (continued)
d) HorsepowerTM Operating project
On February 20, 2001, the Company incorporated a wholly owned subsidiary,
Horsepower Broadcasting Network (HBN) International Ltd. ("HBN Int'l"), in
the Province of Quebec under the Canada Business Corporation Act. HBN Int'l
licensed by the Kahnawake Gaming Commission and operates on the Kahnawake
Territory in Quebec. It's main activity is operating the Horsepower World
Pool parimutal wagering system. All players have an equal chance to win,
wagering in real time 24 / 7 on common parimutuel pools. HorsepowerTM has
been tested to international lottery standards. During the year no
predevelopment costs were capitalized under HorsepowerTM operating project.
The Company operates under the permanent license of the Kahnawake Gaming
Commission in Quebec, Canada and the Company management believes the
Company complies in all material respects with the governing laws and
regulations.
e) SafeSpending project
In May 2001, the Company signed an agreement for the acquisition of the
entire world wide right, title and interest to the internet payment system
technology of SafeSpending Services Inc. ("SafeSpending"). The SafeSpending
internet payment system is a prepaid spending system that uses a unique and
personalized PIN number which can be used to make anonymous purchases
online from merchants and individuals.
The acquisition agreement with SafeSpending includes all copyrights,
trademarks, source codes and SafeSpending's intellectual property. Under
the terms of agreement the Company has agreed to pay a 7.5 percent royalty
of net revenue of the Company upon the Company or it's subsidiary
Horsepower Broadcasting Network Inc. receiving $1,000,000 in net revenue
from operation, sale or license of the technology. Sungold has a patent
pending in 105 countries for the SafeSpending anonymous payment system.
August 31 November 30
2002 Additions 2002
$ $ $
------ ----- ---------
Acquisition cost 62,300 - 62,300
Legal and consulting fees 15,950 3,779 19,729
78,250 3,779 82,029
------ ----- ------
TOTAL PRE-DEVELOPMENT COSTS 2,768,316 3,779 2,772,095
.. /6
LOEWEN, STRONACH & CO. Chartered Accountants
SUNGOLD ENTERTAINMENT CORP.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2002
(Unaudited - See Notice to Reader)
(A Development Stage Company)
(Presented in Canadian Dollars)
PAGE - 6 -
Note 5 CAPITAL ASSETS
November 30 August 31
2002 2001
-----------------------------------
Cost Less Net Book Net Book
Accumulated Value Value
Amortization
$ $ $ $
-----------------------------------
Internet software 622,670 214,479 408,191 385,902
Computer equipment 258,223 148,645 109,578 118,463
Computers under capital leases 62,378 28,043 34,335 37,119
-----------------------------------
943,271 391,167 552,104 541,484
===================================
Note 6 OBLIGATION UNDER CAPITAL LEASES
The Company has three lease agreements for computers accounted for as capital
leases. Current payments are $2,094 monthly including applicable taxes, expiring
November 2003 through June 2004.
The following is a schedule of future lease payments
November 30 August 31
2002 2002
$ $
-------- ---------
Total minimum lease payments 35,949 41,834
Less amount representing interest (4,118) (5,158)
-------- --------
Balance of obligations 31,831 36,676
Less current portion (19,386) (19,423)
-------- --------
Non-current portion 12,445 17,253
-------- --------
For next twelve month periods:
- 2003 19,386 19,423
- 2004 12,445 17,253
-------- --------
31,831 36,676
-------- --------
.. /7
LOEWEN, STRONACH & CO. Chartered Accountants
SUNGOLD ENTERTAINMENT CORP.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2002
(Unaudited - See Notice to Reader)
(A Development Stage Company)
(Presented in Canadian Dollars)
PAGE - 7-
Note 7 SHARE CAPITAL
November 30 August 31
2002 2002
$ $
--------------------------
Authorized:
100,000,000 common shares without
par value
100,000,000 Class "A" Preference shares
with a par value of $10 each
100,000,000 Class "B" Preference shares
with a par value of $50 each
Issued:
57,621,209 shares
(August 31, 2002 - 50,121,209 shares) 17,048,204 16,156,646
==========================
a) Incentive share purchase options
The Company has a fixed stock option plan which permits the issurance of
options of up to 10% of the Company's issued share capital. The following
are outstanding incentive share purchase options:
#
- ---------
100,000 @ US $0.15 each to February 16, 2006
1,050,000 @ US $0.06 each to February 28, 2006
79,900 @ US $0.085 each to March 5, 2006
300,000 @ US $0.12 each to August 10, 2006
100,000 @ US $0.10 each to October 22, 2006
100,000 @ US $0.12 each to October 23, 2006
100,000 @ US $0.09 each to December 20, 2006
802,764 @ US $0.08 each to January 4, 2007
400,000 @ US $0.0725 each to January 24, 2007
136,000 @ US $0.23 each to March 26, 2007
272,000 @ US $0.20 each to May 17, 2007
500,000 @ US $0.15 each to October 11, 2007
- ---------
3,940,664
=========
.. /8
LOEWEN, STRONACH & CO. Chartered Accountants
SUNGOLD ENTERTAINMENT CORP.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2002
(Unaudited - See Notice to Reader)
(A Development Stage Company)
(Presented in Canadian Dollars)
PAGE - 8-
Note 7 SHARE CAPITAL (continued)
a) Incentive share purchase options (continued)
In 2001, the Canadian Institute of Chartered Accountants issued Handbook
Section 3870 for Stock-based Compensations, which requires the use of fair
value based method for fiscal years beginning on or after January 1, 2002
and applied to awards granted on or after the date of adoption. The Company
will adopt the recommendations for the year ended August 31, 2003.
Under this fair value based method, the value of stock-based compensation
plan is the sum of two component parts: its intrinsic value and its time
value. The intrinsic value reflects the extent to which it is "in the
money" at any date; and the time value is the value of the potential
increases to the plan holder at any given time. The estimated time value is
added to the intrinsic value to determine the fair value of the plan at any
time.
In the three months period ended November 30, 2002, the Company granted
500,000 share purchase options to directors at US$0.15 per share until
October 11, 2007.
The fair value of each option granted is estimated on the date of the grant
using the Black-Scholes option pricing model with the following
assumptions: risk-free interest rate of 3%, dividend yield of 0%,
volatility factor of 150%, and an expected life of 1 year.
Had compensation cost of the stock based employee compensation been
recorded, based upon the fair value of share options, additional
compensation expense for the three months period ended November 30, 2002
would have been $41,500. The pro forma loss per share, assuming this
additional compensation expense, would be as follows:
November 30 November 30
2002 2001
$ $
-------- ---
Pro forma loss (0.0008) N/A
Pro forma results may be materially different than actual results realized.
The Black-Scholes valuation model was developed for use in estimating the
fair value of traded options which are fully transferable and highly
traded. In addition, option valuation models require the input of highly
subjective assumptions including the expected stock price volatility.
Because the Company's stock options have characteristics significantly
different from those of traded options, and because changes in the
subjective input assumptions can materially affect the fair value estimate,
in management's opinion, the existing models do not necessarily provide a
reliable single measure of the fair value of its director stock options.
.. /9
LOEWEN, STRONACH & CO. Chartered Accountants
SUNGOLD ENTERTAINMENT CORP.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 2002
(Unaudited - See Notice to Reader)
(A Development Stage Company)
(Presented in Canadian Dollars)
PAGE - 9 -
Note 7 SHARE CAPITAL (continued)
a) Incentive share purchase options (continued)
Outstanding share purchase options which were issued prior January 1, 2002 have
neither been charged to income nor included in the calculation of pro forma
loss, in accordance with Section 3870 of the CICA Handbook, which is to take
effect prospectively.
b) The following are outstanding share purchase warrants:
#
- ---------
500,000 @ US $0.33 each to April 20, 2003
400,000 @ US $0.25 each to May 24, 2003
200,000 @ US $0.42 each to June 28, 2003
400,000 @ US $0.30 each to July 31, 2003
240,000 @ US $0.30 each to August 24, 2003
100,000 @ US $0.25 each to August 29, 2003
100,000 @ US $0.30 each to September 6, 2003
800,000 @ US $0.20 each to September 21, 2003
919,000 @ US $0.20 each to October 12, 2003
100,000 @ US $0.20 each to December 22, 2003
900,000 @ US $0.20 each to March 23, 2004
600,000 @ US $0.20 each to March 19, 2004
550,000 @ US $0.20 each to April 5, 2004
1,000,000 @ US $0.20 each to May 8, 2004
1,000,000 @ US $0.20 each to May 29, 2004
1,000,000 @ US $0.20 each to June 27, 2004
1,000,000 @ US $0.20 each to September 7, 2004
420,000 @ US $0.15 each to October 24, 2004
1,000,000 @ US $0.15 each to November 4, 2004
2,333,334 @ US $0.06 each to December 14, 2004
1,700,000 @ US $0.06 each to January 7, 2005
1,000,000 @ US $0.06 each to January 30, 2005
300,000 @ US $0.11 each to March 1, 2005
1,000,000 @ US $0.17 each to March 26, 2005
1,000,000 @ US $0.165 each to April 4, 2005
400,000 @ US $0.16 each to May 7, 2005
600,000 @ US $0.15 each to May 30, 2005
2,500,000 @ US $0.075 each to July 10, 2005
250,000 @ US $0.08 each to July 24, 2005
100,000 @ US $0.09 each to August 21, 2005
1,500,000 @ US $0.08 each to July 23,2005
3,000,000 @ US $0.08 each to September 27, 2005
3,000,000 @ US $0.07 each to November 1, 2005
- ---------
29,912,334
==========
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report on Form 6-K for the period ended January
15, 2003 to be signed on its behalf by the undersigned, thereunto duly
authorized.
SUNGOLD ENTERTAINMENT CORP.
-----------------------------
(the Registrant)
Date: January 21, 2003 By:* /s/ Kim N. Hart
-----------------------------------
Kim N. Hart - President & CEO
*Print name and title under the signature of the signing officer