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, 2008
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ________ to ________
Commission file # 000-51824
AMP PRODUCTIONS, LTD.
(Exact Name of Registrant as Specified in its Charter)
NEVADA
(State or other jurisdiction of incorporation or organization)
98-0400189
(I.R.S. Employer Identification number)
1444-3044 BLOOR STREET W., TORONTO, ONTARIO M8X 2Y8
(Address of principal executive offices) (Zip Code)
Issuer's telephone number: (647) 456-9521
Securities registered under Section 12(b) of the Act: NONE
Securities registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $0.0001 PAR VALUE
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 Issuer 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 is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "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]
As of September 30, 2008 the Issuer had 9,750,000 shares of its Common Stock
outstanding.
Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]
PART I -- FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
AMP PRODUCTIONS, LTD.
(A development stage company)
Balance Sheets
September 30, 2008
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)
- ----------------------------------------------------------------------------------------------------------
September 30, 2008 March 31, 2008
- ----------------------------------------------------------------------------------------------------------
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 34,583 $ 45,345
- ----------------------------------------------------------------------------------------------------------
TOTAL CURRENT ASSETS 34,583 45,345
- ----------------------------------------------------------------------------------------------------------
OPTION TO ACQUIRE LITERARY PROPERTIES (NOTE 3) - -
PRODUCTION IN PROGRESS (NOTE 3) - -
- ----------------------------------------------------------------------------------------------------------
TOTAL ASSETS $ 34,583 $ 45,345
==========================================================================================================
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)
LIABILITIES
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 661 $ 997
- ----------------------------------------------------------------------------------------------------------
TOTAL LIABILITIES 661 997
- ----------------------------------------------------------------------------------------------------------
COMMITMENTS AND CONTINGENCIES (NOTE 3 AND 5)
STOCKHOLDERS' EQUITY
SHARE CAPITAL
Authorized:
100,000,000 common shares with a par value of $0.0001 per share
Issued and outstanding: 9,750,000 common shares
(March 31, 2008 - 9,750,000) 975 975
ADDITIONAL PAID-IN CAPITAL 166,825 166,825
(DEFICIT) ACCUMULATED DURING THE DEVELOPMENT STAGE (133,878) (123,452)
- ----------------------------------------------------------------------------------------------------------
TOTAL STOCKHOLDERS' EQUITY 33,922 44,348
- ----------------------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 34,583 $ 45,345
==========================================================================================================
The accompanying notes are an integral part of these financial statements.
AMP PRODUCTIONS, LTD.
(A development stage company)
Statements of Stockholders' Equity (Deficiency)
For the period from February 27, 2003 (inception) to September 30, 2008
(Unaudited - Prepared By Management)
(EXPRESSED IN U.S. DOLLARS)
- ----------------------------------------------------------------------------------------------------------
Deficit
accumulated Total
during stockholders'
Common stock Additional development equity
Shares Amount paid-in capital stage (deficiency)
Issuance of common stock for cash
March 3, 2003, $0.0001 per share 8,000,000 $ 800 $ - $ - $ 800
Screenplays transferred from a shareholder - - (5,000) - (5,000)
Loss and comprehensive loss for the period - - - (8,216) (8,216)
- ----------------------------------------------------------------------------------------------------------
Balance, March 31, 2003 8,000,000 $ 800 $ (5,000) $ (8,216) $ (12,416)
- ----------------------------------------------------------------------------------------------------------
Issuance of common stock for cash
March 19, 2004, $0.10 per share 98,000 10 9,790 - 9,800
Loss and comprehensive loss for the year - - - 15,053) (15,053)
- ----------------------------------------------------------------------------------------------------------
Balance, March 31, 2004 8,098,000 $ 810 $ 4,790 $ (23,269) $ (17,669)
- ----------------------------------------------------------------------------------------------------------
Issuance of common stock for cash
February 11, 2005 - March 31, 2005,
$0.10 per share, net of share issuance
cost of $3,000 1,652,000 165 162,035 - 162,200
Loss and comprehensive loss for the year - - - (27,346) (27,346)
- ----------------------------------------------------------------------------------------------------------
Balance, March 31, 2005 9,750,000 $ 975 $ 166,825 $ (50,615) 117,185
- ----------------------------------------------------------------------------------------------------------
Loss and comprehensive loss for the year - - - (26,688) (26,688)
- ----------------------------------------------------------------------------------------------------------
Balance, March 31, 2006 9,750,000 $ 975 $ 166,825 $ (77,303) 90,497
- ----------------------------------------------------------------------------------------------------------
Loss and comprehensive loss for the year - - - (16,775) (16,775)
- ----------------------------------------------------------------------------------------------------------
Balance, March 31, 2007 9,750,000 $ 975 $ 166,825 $ (94,078) 73,722
- ----------------------------------------------------------------------------------------------------------
Loss and comprehensive loss for the year - - - (29,374) (29,374)
- ----------------------------------------------------------------------------------------------------------
Balance, March 31, 2008 9,750,000 $ 975 $ 166,825 $ (123,452) 44,348
- ----------------------------------------------------------------------------------------------------------
Loss and comprehensive loss for the period - - - (10,426) (10,426)
- ----------------------------------------------------------------------------------------------------------
Balance, September 30, 2008 9,750,000 $ 975 $ 166,825 $ (133,878) 33,922
- ----------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
AMP PRODUCTIONS, LTD.
(A development stage company)
Statement of Operations
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)
- -------------------------------------------------------------------------------------------------------------
Cumulative
February 27
2003 Three months Six months
(inception) to Ended ended
September 30 September 30 September 30
2008 2008 2007 2008 2007
- -------------------------------------------------------------------------------------------------------------
GENERAL AND ADMINISTRATIVE EXPENSES
Accounting $ 41,217 $ 1,578 $ 954 $ 7,115 $ 6,607
Amortization 5,220 - 131 - 566
Bank charges 1,663 36 9 105 78
Consulting 7,350 - - - -
Interest on promissory note 87 - - - -
Legal 17,116 2,580 - 2,580 -
Listing and filing fees 8,236 - - - -
Office 6,319 31 808 575 1,485
Printing 1,525 - - - 511
Rent 21,412 - - - 744
Transfer Expenses 271 51 50 51 50
Travel 2,918 - - - -
Write off literary properties 22,000 - 17,000 - 17,000
- -------------------------------------------------------------------------------------------------------------
OPERATING (LOSS) (135,334) (4,276) (18,952) (10,426) (27,041)
- -------------------------------------------------------------------------------------------------------------
OTHER INCOME
Foreign exchange gain (loss) 1,456 - - - -
- -------------------------------------------------------------------------------------------------------------
NET LOSS FOR THE PERIOD $ (133,878) $ (4,276) $ (18,952) $ (10,426) $ (27,041)
BASIC AND DILUTED LOSS PER SHARE $ 0.00 $ 0.00 0.00 0.00
=============================================================================================================
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING
- basic and diluted 9,750,000 9,750,000 9,750,000 9,750,000
=============================================================================================================
The accompanying notes are an integral part of these financial statements.
AMP PRODUCTIONS, LTD.
(A development stage company)
Statement of Cash Flows
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)
- ----------------------------------------------------------------------------------------------
Cumulative
February 27
2003 Six months
(inception) to ended
September 30 September 30
2008 2008 2007
- ----------------------------------------------------------------------------------------------
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES
Loss for the period $ (133,878) $ (10,426) $ (27,041)
Adjust for items not involving cash:
- amortization 5,221 - 565
- write off of literary options - - 17,000
CHANGES IN OTHER ASSETS AND LIABILITIES:
- (increase) in prepaid expenses - - -
- increase (decrease) in accounts payable and
accrued liabilities 661 (336) (1,780)
- decrease in due to a related party - - -
- increase in production in progress - - -
- ----------------------------------------------------------------------------------------------
NET CASH USED IN OPERATING ACTIVITIES (127,996) (10,762) (11,256)
- ----------------------------------------------------------------------------------------------
CASH FLOWS USED IN INVESTING ACTIVITIES
Purchase of screenplays (5,000) - -
Purchase equipment (5,221) - -
- ----------------------------------------------------------------------------------------------
Net cash flows used in investing activities (10,221) - -
- ----------------------------------------------------------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock 172,800 - -
Net cash provided by financing activities 172,800 - -
- ----------------------------------------------------------------------------------------------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 34,583 (10,762) (11,256)
CASH AND CASH EQUIVALENTS, beginning of period - 45,345 58,570
- ----------------------------------------------------------------------------------------------
CASH AND CASH EQUIVALENTS, end of period $ 34,583 $ 34,583 $ 47,314
==============================================================================================
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest expenses paid in cash $ 387 $ - $ -
==============================================================================================
The accompanying notes are an integral part of these financial statements.
AMP PRODUCTIONS, LTD.
(A development stage company)
Notes to Financial Statements
September 30, 2008
(EXPRESSED IN U.S. DOLLARS)
1. Incorporation and Continuance of Operations
The Company was formed on February 27, 2003 under the laws of the State of
Nevada. The Company has not commenced planned principal operations, producing
filmed entertainment. The company is considered a development stage company as
defined in SFAS No. 7. The Company has an office in Vancouver, Canada.
These financial statements have been prepared in accordance with U.S. generally
accepted accounting principles applicable to a going concern, which contemplates
the realization of assets and the satisfaction of liabilities and commitments in
the normal course of business. The Company has incurred operating losses and
requires additional funds to maintain its operations. Management's plans in
this regard are to raise equity financing as required.
These conditions raise substantial doubt about the Company's ability to continue
as a going concern. These financial statements do not include any adjustments
that might result from this uncertainty.
The Company has not generated any operating revenues to date.
2. Significant Accounting Policies
(a) Cash and Cash Equivalents
Cash equivalents comprise certain highly liquid instruments with a maturity of
three months or less when purchased. As of September 30, 2008, the Company has
no cash equivalents and none of the cash is over the federally insured limit.
(b) Accounting Estimates
The preparation of financial statements in conformity with U.S. generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates and
assumptions.
(c) Advertising Expenses
The Company expenses advertising costs as incurred. There were no advertising
expenses incurred by the Company since the inception.
(d) Loss Per Share
Loss per share is computed using the weighted average number of shares
outstanding during the period. The Company has adopted SFAS No. 128, "Earnings
Per Share". Diluted loss per share is equivalent to basic loss per share.
(e) Concentration of Credit Risk
The Company places its cash and cash equivalents with high credit quality
financial institutions.
(f) Foreign Currency
The Company maintains its accounting records in U.S. Dollars. Monetary items
denominated in foreign currency are translated to U.S. dollars at the exchange
rate in effect at the balance sheet date. Non-monetary items are translated at
the exchange rates in effect when the assets are acquired or obligations
incurred. Revenues and expenses are translated at the exchange rates in effect
at the time of the transactions. Foreign exchange gains and losses are included
in the statement of operations.
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
(g) Fair Value of Financial Instruments
The respective carrying value of certain on-balance-sheet financial instruments
approximated their fair value. These financial instruments include cash,
accounts payable and accrued liabilities. Fair values were assumed to
approximate carrying values for these financial instruments, except where noted,
since they are short term in nature and their carrying amounts approximate fair
values or they are receivable or payable on demand. Management is of the
opinion that the Company is not exposed to significant interest or credit risks
arising from these financial instruments. The Company is operating outside the
United States of America and has significant exposure to foreign currency risk
due to the fluctuation of currency in which the Company operates and the U.S.
dollar.
(h) Income Taxes
The Company recognizes deferred tax liabilities and assets for the expected
future tax consequences of events that have been recognized in the Company's
financial statements or tax returns using the liability method. Under this
method, deferred tax liabilities and assets are determined based on the
temporary difference between the financial statement and tax bases of assets and
liabilities using enacted tax rates in effect in the years in which the
differences are expected to reverse. A valuation allowance is provided for the
portion of deferred tax assets that is more likely than not to be unrealized.
(i) Stock-Based Compensation
The Company has adopted the Statement of Financial Accounting Standards No. 123R
amending SFAS No. 123. SFAS No. 123R requires the Company to expense stock
options based on fair value in its financial statements. Further, the adoption
of SFAS 123R will require additional accounting related to the income tax
effects and additional disclosure regarding the cash flow effects resulting from
share-based payment arrangements. The adoption of SFAS No. 123R will have no
effect on the Company's cash flows, but is expected to have a material impact on
its results of operations.
The Company did not grant any stock options since the inceptions.
(j) Comprehensive Income
Comprehensive income comprises equity except those resulting from investments by
owners and distributions to owners. The Company has no elements of "other
comprehensive income" since the inception.
(k) Equipment
Equipment consists of computer equipment, which is stated at cost and is
depreciated under the straight-line method over the estimated useful lives of
the asset. Expenditures for betterments and additions are capitalized, while
replacement, maintenance and repairs, which do not extend the lives of the
respective assets, are charged to expense when incurred.
(l) Long-Lived Assets Impairment
Long-term assets of the Company are reviewed when changes in circumstances
require as to whether their carrying value has become impaired, pursuant to
guidance established in Statement of Financial Accounting Standards No. 144
(SFAS 144), Accounting for the Impairment or Disposal of Long-Lived Assets.
Management considers assets to be impaired if the carrying value exceeds the
future projected cash flows from the related operations (undiscounted and
without interest charges). If impairment is deemed to exist, the assets will be
written down to fair value.
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
(m) Film costs
Film costs (Option to acquire literary properties and production in progress),
including acquisition and development costs, are deferred and amortized by the
individual-film-forecast-computation method as required by Statement of
Financial Standards No. 139. The method amortizes or accrues film costs as the
ratio of current period actual revenue to estimated remaining unrecognized
ultimate revenue (as of the beginning of the current fiscal year). As at year
ended March 31, 2008, the Company determined that it will not proceed with the
production of film and all costs have been written off.
(n) New Accounting Pronouncements
The FASB has additionally issued SFAS No. 155 to SFAS No. 159 and FIN No. 48 but
they will not have any relationship to the current operations of the Company.
Therefore, a description and its impact on the Company's operations and
financial position for each have not been disclosed.
In December 2007, the FASB issued SFAS No. 141(R), Business Combinations, a
replacement of FASB Statement No. 141 (SFAS No. 141(R)), which significantly
changes the principles and requirements for how the acquirer of a business
recognizes and measures in its financial statements the identifiable assets
acquired, the liabilities assumed and any noncontrolling interest in the
acquiree. The statement also provides guidance for recognizing and measuring
the goodwill acquired in the business combination and determines what
information to disclose to enable users of the financial statements to evaluate
the nature and financial effects of the business combination. This statement is
effective prospectively, except for certain retrospective adjustments to
deferred tax balances, for fiscal years beginning after December 15, 2008. The
Company will assess the impact of this statement upon any future business
combinations.
In December 2007, the FASB issued SFAS No. 160, Noncontrolling Interests in
Consolidated Financial Statements, an amendment of ARB No. 51 (SFAS No. 160).
This statement established accounting and reporting standards for the
noncontrolling interest in a subsidiary and for the deconsolidation of a
subsidiary. The accounting and reporting for minority interests will be
recharacterized as noncontrolling interests and classified as a component of
equity separate from the parent's equity. In addition, SFAS No. 160 establishes
reporting requirements that provide sufficient disclosures that clearly identify
and distinguish between the interests of the parent and the interests of the
noncontrolling owners. This statement is effective prospectively, except for
certain retrospective disclosure requirements, for fiscal years beginning after
December 15, 2008. Accordingly, the Company will adopt SFAS No. 160 in the
fiscal year 2009.
In March 2008, the FASB issued FASB Statement No. 161 ("SFAS 161"), "Disclosures
about Derivative Instruments and Hedging Activities". SFAS 161 requires
companies with derivative instruments to disclose information that should enable
financial-statement users to understand how and why a company uses derivative
instruments, how derivative instruments and related hedged items are accounted
for under FASB Statement No. 133 "Accounting for Derivative Instruments and
Hedging Activities" and how derivative instruments and related hedged items
affect a company's financial position, financial performance and cash flows.
SFAS 161 is effective for financial statements issued for fiscal years and
interim periods beginning after November 15, 2008. The adoption of this
statement is not expected to have a material effect on the Company's future
financial position or results of operations.
3. Options to Acquire Literary Properties
On September 19, 2005 and November 4, 2005, the Company entered into two
purchase agreements with a third party to acquire two screenplays titled "Almost
Cut My Hair" and "Hockey Buddha", respectively. Pursuant to the agreements, the
Company was granted an option effective for a period of two years commencing on
the above dates to acquire all rights, titles and interests for the above two
screenplays. The consideration for the option of acquisition was $2,500, with
the total consideration for both options being $5,000. The option period could
be extended for an additional period of one year by the payment of $2,500 per
screenplay.
The purchase prices for the two screenplays was $20,000 for each screenplay,
plus the following contingent compensations for each of the screenplays:
(a) In the event that a theatrical or televisions motion picture was
produced by the Company or its assigns, based on the Property (the "Picture")
and the budget of the Picture as of the first day of principal photography and
as allowed by all entities financing or guaranteeing completion of the Picture,
was not less than $1,500,000, the vendor would receive additional compensation
to make the Purchase Price equivalent to the Script Fee payable to a writer
pursuant to the most current Independent Production Agreement of the Writer's
Guild of Canada.
(b) In addition to the amounts set out above, the Company would pay to the
vendor 3% of 100% of the Company's "Net Profits" of the Picture, or any
television series, pilot or movie-of-the-week (as that term is used in the
entertainment industry) that derives directly from the Property. "Net Profits"
were defined, computed, accounted for and paid in accordance with the Company's
standard Net Profits definition based on the Company's "break even" negative
cost position after payment of all reasonable production expenses and receipt by
the Company of all distribution advances and gross receipts from exploitation of
the Picture and the Property.
As at the year end March 31, 2007, the Company decided not to extend these two
options. As a result, the initial option payment totalling $5,000 has been
expensed for the year ended March 31, 2007.
On September 16, 2006, the Company entered into an agreement with a third party
("Owner") to acquire a screenplay titled "Pelicula". Pursuant to the agreement,
the Company was granted an option effective for a period of one year commencing
on September 16, 2006 to acquire all rights, titles and interests for the
screenplay. The consideration for the option was $5,000. As at March 31, 2007,
the initial option payment of $5,000 was fully paid. The option expired on
September 17, 2007 and has been abandoned by the Company.
The purchase price for this screenplay was $50,000, plus the following
contingent compensations:
(a) In the event that a Picture was produced by company or its assigns and
the budget of the Picture as of the first day of principal photography and as
allowed by all entities financing or guaranteeing completion of the Picture, was
not less than $2,000,000, Owner would receive additional compensation to make
the Purchase price equivalent to the Script Fee payable to a writer pursuant to
the most current Independent Production Agreement of the Writer's Guild of
Canada.
(b) In addition to the amount set out above, the Company would pay to Owner
3% of 100% of the Company's "Net Profit" of the Picture, or any television
series, pilot or movie-of-the-week that derives directly from the Property. "Net
Profit" were defined, computed, accounted for and paid in accordance with Net
Profits definition based on the Company's "break even" negative cost position
after payment of all reasonable production expenses and receipt by the Company
of all distribution advances and gross receipts from exploitation of the Picture
and the Property.
On September 15, 2006, the Company entered into an agreement with a producer for
development and production of a motion picture based on the screenplay Pelicula.
In consideration for the pre-production services, the Company paid the Producer
the sum of $ 12,000 USD.
On September 17, 2007, the Company determined that it would not proceed with
production of Pelicula. Therefore, the Company expensed the option and
development costs for the film.
4. Related Party Transactions
On March 2, 2003, the Company entered into two purchase agreements with a
director of the Company to acquire two screenplays. Pursuant to the agreements,
the Company was granted an option to acquire all rights, titles and interests
for the above two screenplays. The consideration for the option of acquisition
was $2,500, with the total consideration for both options being $5,000. On
March 2, 2005, the Company signed an Extension of Option to Purchase Agreement
for the two screenplays for a period of one year, at a nominal amount of $10 per
screenplay. In accordance with SEC Staff Accounting Bulletin 5G: Transfers of
Non-monetary Assets by Promoters or Shareholders, the asset value of the
screenplays was recorded at nil, as it is the transferor's historical cost.
The purchase prices for the two screenplays was $10,000 and $20,000,
respectively, plus the following contingent compensations for each of the
screenplays:
(a) In the event that a theatrical or televisions motion picture was
produced by the Company or its assigns, based on the Property (the "Picture")
and the budget of the Picture as of the first day of principal photography and
as allowed by all entities financing or guaranteeing completion of the Picture,
was not less than $1,500,000, the vendor would receive additional compensation
to make the Purchase Price equivalent to the Script Fee payable to a writer
pursuant to the most current Independent Production Agreement of the Writer's
Guild of Canada.
(b) In addition to the amounts set out above, the Company would pay to the
vendor 3% of 100% of the Company's "Net Profits" of the Picture, or any
television series, pilot or movie-of-the-week (as that term is used in the
entertainment industry) that derives directly from the Property. "Net Profits"
were defined, computed, accounted for and paid in accordance with the Company's
standard Net Profits definition based on the Company's "break even" negative
cost position after payment of all reasonable production expenses and receipt by
the Company of all distribution advances and gross receipt from exploitation of
the Picture and the Property.
The Company capitalized the option payment as options to acquire literary
properties. The option payments will be included in the acquisition cost for the
screenplay once the options are exercised. If the Company decided not to
exercise the options, the options will be expensed upon determination that the
acquisition is unlikely.
As at year ended March 31, 2008, the Company has abandoned these two options.
5. COMPARATIVE FIGURE
Certain of the comparative figures have been reclassified to conform to the
current year's presentation.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
We were incorporated for the purpose of developing, producing, marketing, and
distributing low-budget feature-length films to movie theaters and ancillary
markets. Since inception, we have earned no revenue, and have suffered
recurring losses and net cash outflows from operations. We expect to continue
to incur substantial losses to complete the development of our business. We
have funded operations through common stock issuances and unrelated third party
loans in order to meet our strategic objectives. We have not established any
other source of equity or debt financing. There can be no assurance that we
will be able to obtain sufficient funds to continue the development and
pre-production of motion pictures, or that we will be able to produce and sell
our motion pictures. As a result of the foregoing, our auditors have expressed
substantial doubt about our ability to continue as a going concern.
On December 18, 2003, the Securities and Exchange Commission declared effective
our Form SB-2 Registration Statement (Commission File No. 333-106291) concerning
our initial public offering of 1,750,000 voting shares of our Common Stock at an
offering price of $0.10 per share. The offering commenced on January 23, 2004
and was terminated on June 16, 2004. We sold 1,063,400 of the offered shares at
a price of $0.10 per share, for gross proceeds of $106,340.
On February 11, 2005, the Securities and Exchange Commission declared effective
our Form SB-2 Registration Statement (Commission File No. 333-121503) concerning
our public offering of 686,600 voting shares of our Common Stock at an offering
price of $0.10 per share. The offering commenced on February 11, 2005 and was
terminated on May 12, 2005. We sold all of the offered shares at a price of
$0.10 per share, for gross proceeds of $68,660.
As of September 30, 2008, we had total assets of $34,583 comprised entirely of
cash. This is a decrease from $45,345 in total assets as of March 31, 2008.
This decrease was primarily attributable to professional fees.
As of September 30, 2008, our total liabilities decreased to $661 from $997 as
of March 31, 2008.
As of September 30, 2008, we had working capital of $33,922 compared with
$44,348 as of March 31, 2008.
We have not generated revenue since the date of inception. We presently have
sufficient working capital to satisfy our cash requirements for the next 12
months of operations.
We do not expect to purchase or sell any significant equipment nor do we expect
any significant changes in the number of our employees.
RESULTS OF OPERATIONS.
We posted an operating loss of $4,276 for the quarter ended September 30, 2008,
due primarily to professional fees. This was a decrease from the operating loss
of $18,952 for the previous fiscal quarter ended September 30, 2007.
ITEM 4. CONTROLS AND PROCEDURES
As required by Rule 13a-15 under the Securities Exchange Act of 1934, as of the
end of the period covered by the quarterly report, being September 30, 2008, we
have carried out an evaluation of the effectiveness of the design and operation
of our company's disclosure controls and procedures. This evaluation was carried
out under the supervision and with the participation of our company's
management, including our company's president. Based upon that evaluation, our
company's president concluded that our company's disclosure controls and
procedures are not effective as at the end of the period covered by this report.
There have been no significant changes in our internal controls over financial
reporting that occurred during our most recent fiscal quarter that have
materially affected, or are reasonably likely to materially affect our internal
controls over financial reporting.
Disclosure controls and procedures and other procedures that are designed to
ensure that information required to be disclosed in our reports filed or
submitted under the Securities Exchange Act of 1934 is recorded, processed,
summarized and reported, within the time period specified in the Securities and
Exchange Commission's rules and forms. Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that
information required to be disclosed in our reports filed under the Securities
Exchange Act of 1934 is accumulated and communicated to management, including
our president and secretary as appropriate, to allow timely decisions regarding
required disclosure.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is not a party to any material legal proceedings and to its
knowledge, no such proceedings are threatened or contemplated.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
At present, our common stock is quoted on the OTC bulletin board under the
symbol "AMPC".
On September 30, 2008, the shareholders' list of our shares of common stock
showed 32 registered holders of our shares of common stock and 9,750,000 shares
of common stock outstanding. The number of record holders was determined from
the records of our transfer agent and does not include beneficial owners of
shares of common stock whose shares are held in the names of various security
brokers, dealers, and registered clearing agencies.
DIVIDEND POLICY
Our Board of Directors may declare and pay dividends on outstanding shares of
common stock out of funds legally available there for in our sole discretion;
however, to date no dividends have been paid on common stock and we do not
anticipate the payment of dividends in the foreseeable future.
ITEM 3. DEFAULT UPON SENIOR NOTES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS
EXHIBIT DESCRIPTION
31.1 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
AMP PRODUCTIONS, LTD.
Date: October 31, 2008 /s/ Thomas Mills
Thomas E. Mills
President, Chief Executive Officer,
Chief Financial Officer, and
Principal Accounting Officer