UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10QSB
(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 of Section 13 or 15(d) of the Securities
Exchange Act of 1939 for the transition period ____ to______
COMMISSION FILE NUMBER: 333-56604
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Ameri-Dream Entertainment, Inc.
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(Exact name of registrant as specified in its charter)
California 91-2090516
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(State or other jurisdiction of (IRS Employer I.D. Number)
incorporation or organization)
79811 "A" Country Club Drive
Bermuda Dunes, CA 92201
(760) 345-2400 (PHONE)
(760) 345-0980 (FAX)
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(Address of Principal Executive Offices, including Registrant's zip code
and telephone number)
NONE
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Former name, former address and former fiscal year, if changed
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports,), and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
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The number of shares of the registrant's common stock issued and outstanding as
of June 30, 2002: 25,250,000 shares.
Transitional Small Business Disclosure Format (check one): Yes No X
TABLE OF CONTENTS
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
(a) Balance Sheet
(b) Statement of Operations
(c) Statement of Changes in Financial Position
(d) Statement of Shareholders' Equity
(e) Notes to Financial Statements
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of Operations
Item 3. Risks
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Item 2. Changes in Securities and Use of Proceeds
Item 3. Defaults On Senior Securities
Item 4. Submission of Items to a Vote
Item 5. Other Information
Item 6
(a) Exhibits
(b) Reports on Form 8K
SIGNATURES
FINANCIAL DATA SCHEDULE
Ameri-Dream Entertainment, Inc.
(A Development Stage Company)
Balance Sheets
ASSETS March 31, June 30,
2002 2002
Current Assets: --------- --------
Cash and equivalents $ 35 $807,060
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Total Current Assets 35 807,860
Other Assets
Film Library 0 1,180,000
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TOTAL ASSETS $ 35 $1,987,860
========= ========
LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities:
Accounts Payable $22,605 $ 4,314
Advance 40 0
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Total Current Liabilities 22,645 4,314
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Stockholders' Equity (Deficit):
Common stocks , $.001 par value
Authorized shares; 100,000,000
Issued and outstanding shares; 1,960,600
at March 31, 2002 and 22,250,000
at June 30, 2002 1,961 3,278
Paid in capital 12,709 2,043,907
Deficit accumulated during
the development stage (37,280) (63,639)
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Total Stockholders' Equity (Deficit) (22,610) 1,984,546
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TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY (DEFICIT) $ 35 $1,987,860
========= ========
Ameri-Dream Entertainment, Inc.
(A Development Stage Company)
Statement of Operations
For the periods June 30, 2001 and 2002 (inception)
For the period For the period
ended June 30 ended June 30,
2002 2001
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Income $ - $ -
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Total Income - -
Operating Expenses
General and Administrative 14,570 26,359
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Total Expenses 14,570 26,359
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Net income (loss) $ (14,570) $ (26,359)
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Basic Loss Per Share $ (0.01) $ (0.001)
============== ==============
Ameri-Dream Entertainment, Inc.
(a Development Stage Company)
Statement of Stockholder's Equity
For the period ended June 30, 2002
Number Deficit
of Common Paid Accumulated
Shares Stock at in During
Outstanding Par Value Capital Development Stage
----------- --------- ------- -----------------
Stocks issued for cash
Stocks issued for services 1,950,000 $ 1,950 1,800
Net loss - March 31, 2001 $ (14,570)
Stocks issued for cash - July 30, 2001 10,600 11 10,909
Net loss - March 31, 2002
$ (37,280)
Stocks issued for assets - May, 2002 2,108,560 2,108 880,000
Stocks issued for cash - May, 2002 863,960 863 863,907
Stocks issued for services - May, 2002 116,880 116 0
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5,050,000 3,278 2,043,907
5-1 Forward split June, 2002 25,250,000 3,278 2,043,907
Net loss - June 30, 2002 (26,359)
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Balance - June 30, 2002 25,250,000 3,278 2,043,907 $ (63,639)
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Ameri-Dream Entertainment, Inc.
(A Development Stage Company)
Notes to Financial Statements
June 30, 2002
NOTE 1 NATURE OF BUSINESS
The Company was incorporated under the laws of the state of California on March
21, 2000. It had developed a business plan to establish a chain of juice
smoothie stores across the United States. In May, 2002, the Company acquired
the business of Ameri-Dream Entertainment, and changed the focus of its
business plan to film and television production. The Company has been in the
development stage since its formation. Planned principal operations have just
commenced.
NOTE 2 SIGNIFICANT ACCOUNTING POLICIES
Basis The Company uses the accrual method of accounting.
Cash and cash equivalents The Company considers all short term, highly liquid
investments that are readily convertible within three months to known amounts
as cash equivalents. Currently, it has no cash equivalents.
Loss per share - Net loss per share is provided in accordance with Statement
of Financial Accounting Standards No. 128 "Earnings Per Share". Basic loss per
share reflects the amount of losses for the period available to each share of
common stock outstanding during the reporting period, while giving effect to
all dilutive potential common shares that were outstanding during the period,
such as stock options and convertible securities. As of March 31, 2002, the
Company had no issuable shares qualified as dilutive to be included in the
earnings per share calculations.
Estimates The preparation of the financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the amounts reported in the financial statement and
accompanying notes. Actual results could differ from those estimates.
NOTE 3 INCOME TAXES
The Company has adopted the provision of SFAS No. 109 "Accounting for Income
Taxes". It requires recognition of deferred tax liabilities and assets for the
expected future tax consequences of events that have been included in the
financial statements or tax returns. Under this method, deferred tax
liabilities and assets are determined based on the differences between the
financial statement and tax basis of assets and liabilities using enacted tax
rates in effect for the year in which the differences are expected to reverse.
Ameri-Dream has incurred losses that can be carried forward to offset future
earnings if conditions of the Internal Revenue codes are met.
There is a provision for income taxes for the period ended June 30, 2002, to
recognize California's minimum income tax. The Company's total deferred tax
assets as of June 30, 2002 is as follows:
Net operating loss carryforward ($37,280)
Valuation allowance $37,280
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Net deferred tax asset 0
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The net operating loss carry forward for federal tax purposes will expire in
year 2020.
NOTE 4 RELATED PARTY TRANSACTIONS
The Company issued a total of 1,960,600 shares of unregistered common stock to
its officers, legal counsel, and consultant in exchange for services rendered.
The stocks issued are recorded at par value of the services received. Legal
counsel of the Company is related to a majority stockholder and officer in the
Company.
NOTE 5 GOING CONCERN
The Company has nominal assets and no current operations with which to create
operating capital. It has an accumulated deficit of $37,280 at June 30, 2002.
These factors raise substantial doubt about the company's ability to continue
as a going concern. The company seeks to raise operating capital through
private placements of its common stock. However, there can be no assurance that
such offering or negotiations will be successful.
NOTE 6 SUBSEQUENT EVENTS
On or about May 10, 2002, Mc Smoothies, Inc. entered into a share exchange
agreement with Ameri-Dream Entertainment, Inc. which resulted in a change of
control. The Company agreed to issue a total of 2,108,560 shares of the common
stock in exchange for $500,000 and 1,950,000 shares in exchange for 100% of
issued & outstanding shares of Ameri-Dream. Payment of $500,000 is payable in
two installments. The first of $200,000 due on or before June30, 2002 and the
final $300,000 due on or before August 15, 2002. The acquisition of 100% of
Ameri-Dream's common stock resulted in McSmoothie's acquiring Ameri-Dream as a
wholly owned subsidiary.
NOTE 7 FISCAL YEAR END
The Company's fiscal year end is March 31.
UNAUDITED INFORMATION
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The information furnished herein was taken from the books and records of the
Company without audit. However, such information reflects all adjustments
which are, in the opinion of management, necessary to properly reflect the
results of the interim period presented. The information presented is not
necessarily indicative of the results from operations expected for the full
fiscal year.
In this report references to "we," "us," and "our" refer to Ameri-Dream
Entertainment, Inc.
FORWARD LOOKING STATEMENTS
This Form 10-QSB contains certain forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. For this purpose any
statements contained in this Form 10-QSB that are not statements of historical
fact may be deemed to be forward-looking statements. Without limiting the
foregoing, words such as "may," "will," "expect," "believe," "anticipate,"
"estimate" or "continue" or comparable terminology are intended to identify
forward-looking statements. These statements by their nature involve
substantial risks and uncertainties, and actual results may differ materially
depending on a variety of factors, many of which are not within Ameri-Dream's
control. These factors include but are not limited to economic
conditions generally and in the industries in which Ameri-Dream may
participate; competition within Ameri-Dream's chosen industry, including
competition from much larger competitors; technological advances and failure by
Ameri-Dream to successfully develop business relationships.
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
Results of Operations
Since inception, we have had no revenues and have experienced losses.
We have financed our operations primarily through the sale of our common stock.
The net loss for the three months ended June 30, 2002 was $26,359, compared to
a net loss of $14,570 for the same period of 2001. The difference is
attributable to the commencement of operations, but is not significant, and a
comparison of the two periods is not meaningful, due to the fact that we have
had minimal operations since inception.
Liquidity and Capital Resources
As of June 30, 2002, we had a working capital surplus of $802,746, compared to
a working capital deficit of $22,610 for the same period of 2002. The increase
in working capital is attributed to sales of company common stock. We have
material commitments for the next twelve months amounting to $600,000 for the
next twelve months. We believe that our current cash needs for at least the
next twelve months can be met by our working capital, and loans from our
directors, officers and shareholders.
meaningful.
PART II: OTHER INFORMATION
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits.
None.
(b) Reports on Form 8-K.
May 15, 2002
June 20, 2002
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 who is duly authorized.
Ameri-Dream Entertainment, Inc.
August 9, 2002 By: Lang Elliot
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Lang Elliot, President