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**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**WASHINGTON, D.C.**

 

**FORM 10-Q**

 

| ☒ | **Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934** |
|---------|---------------------------------------------------------------------------------------------|
|    |                                                                                        |
|    | **For the quarterly period ended June 30, 2020**                                            |
|    |                                                                                        |
| ☐ | **Transition Report under Section 13 or 15(d) of the Securities Exchange Act of 1934**      |
|    |                                                                                        |
|    | **For the transition period from ________ to ________**                                     |

 

**Commission File No. 000-52828**

 

| **Digital Development Partners, Inc.**                   |
|----------------------------------------------------------|
| *(Exact name of registrant as specified in its charter)* |

 

| **Nevada**                                                       |   | **98-0521119**                      |
|------------------------------------------------------------------|--------|-------------------------------------|
| *(State or Other Jurisdiction of Incorporation or Organization)* |   | *(IRS Employer Identification No.)* |

 

**3505 Yucca Drive, Suite 104, Flower Mound, Texas 75028**

*(Address of Principal Executive Offices, Including Zip Code)*

 

**(833) 223-4204**

*(Registrant’s telephone number, including area code)*

 

**____________________________________________________________**

(Former name, former address and former fiscal year, if changed since last report)

 

Securities Registered under Section 12(b) of the Exchange Act: **None**

 

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 ☒    No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒     No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

    

| Large accelerated filer | ☐ | Accelerated filer         | ☐ |
|-------------------------|---------|---------------------------|---------|
| Non-accelerated filer   | ☒ | Smaller reporting company | ☒ |
|                    |    | Emerging growth company   | ☒ |

  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐     No ☒

 

The number of shares outstanding of the registrant’s Common Stock, $.001 par value (being the only class of its common stock), is 150,225,000 as of August 18, 2020.

    

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**PART I—FINANCIAL INFORMATION**

   

**Item 1. Financial Statements**

       

|                                                                                                                      |   | **Page** |   |
|---------------------------------------------------------------------------------------------------------------------------|--------|----------|--------|
| Balance Sheets as of June 30, 2020 (unaudited), and December 31, 2019 (audited)                                           |   |     | 3      |   |
| Statements of Operations (unaudited) for the Three and Six Months Ended June 30, 2020 and 2019                            |   |     | 4      |   |
| Statement of Changes in Stockholders’ Deficit (unaudited) for the Three and Six Months Ended June 30, 2020 and 2019 |   |     | 5      |   |
| Statements of Cash Flows (unaudited) for the Three and Six Months Ended June 30, 2020 and 2019                            |   |     | 6      |   |
| Notes to Unaudited Financial Statements                                                                                   |   |     | 7      |   |

    

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| 2                   |
|                     |
| *Table of Contents* |

  

**DIGITAL DEVELOPMENT PARTNERS, INC.**

**Consolidated Balance Sheets**

 

|                                                                                                                                                                                 |   | **6/30/20**

**(unaudited)** |       |   | **12/31/19**

**(audited)** |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|------------------------------|------------|--------|-----------------------------|--------|
| **ASSETS**                                                                                                                                                                           |
| CURRENT ASSETS                                                                                                                                                                       |   |                         |       |   |                        |   |
| Cash and cash equivalents                                                                                                                                                            |   | $                            | 27,254     |   |                        | $      | 973 |   |
| Accounts receivable, less allowance of $4,461 at June 30, 2020                                                                                                                       |   |                         | 4,461      |   |                        |   | - |   |
| Inventory                                                                                                                                                                            |   |                         | 40,632     |   |                        |   | - |   |
| Deposit                                                                                                                                                                              |   |                         | 20,000     |   |                        |   | - |   |
| Total current assets                                                                                                                                                                 |   |                         | 92,347     |   |                        |   | 973 |   |
| FIXED ASSETS                                                                                                                                                                         |   |                         |       |   |                        |   |   |   |
| Machinery and equipment                                                                                                                                                              |   |                         | 519        |   |                        |   | - |   |
| Total fixed assets                                                                                                                                                                   |   |                         | 519        |   |                        |   | - |   |
| TOTAL ASSETS                                                                                                                                                                         |   | $                            | 92,866     |   |                        | $      | 973 |   |
|                                                                                                                                                                                 |   |                         |       |   |                        |   |   |   |
| **LIABILITIES AND STOCKHOLDERS’ EQUITY**                                                                                                                                       |
| LIABILITIES                                                                                                                                                                          |   |                         |       |   |                        |   |   |   |
| Current liabilities                                                                                                                                                                  |   |                         |       |   |                        |   |   |   |
| Accounts payable and accrued liabilities                                                                                                                                             |   | $                            | 16,533     |   |                        | $      | 267,195 |   |
| Related-party note payable                                                                                                                                                           |   |                         | 6,670      |   |                        |   | 874,573 |   |
| Third-party notes payable, net of discount related to conversion feature of $23,324                                                                                                  |   |                         | 26,676     |   |                        |   | - |   |
| Total current liabilities                                                                                                                                                            |   |                         | 49,879     |   |                        |   | 1,141,768 |   |
| TOTAL LIABILITIES                                                                                                                                                                    |   | $                            | 49,879     |   |                        | $      | 1,141,768 |   |
|                                                                                                                                                                                 |   |                         |       |   |                        |   |   |   |
| STOCKHOLDERS’ EQUITY                                                                                                                                                           |   |                         |       |   |                        |   |   |   |
| Common stock, $0.00001 par value, 225,000,000 shares authorized, 150,225,000 and 85,970,665 shares issued and outstanding at June 30, 2020, and December 31, 2019, respectively |   |                         | 150,225    |   |                        |   | 85,971 |   |
| Stockholder receivable                                                                                                                                                               |   |                         | (1,000     | )      |                        |   | - |   |
| Additional paid-in capital                                                                                                                                                           |   |                         | 8,714,623  |   |                        |   | 7,488,946 |   |
| Retained earnings (accumulated deficit)                                                                                                                                              |   |                         | (8,820,861 | )      |                        |   | (8,715,712 | ) |
| Total stockholders’ equity                                                                                                                                                     |   |                         | 42,987     |   |                        |   | (1,140,795 | ) |
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY                                                                                                                                     |   | $                            | 92,866     |   |                        | $      | 973 |   |

   

The accompanying notes are an integral part of these financial statements.

  

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| 3                   |
|                     |
| *Table of Contents* |

 

**DIGITAL DEVELOPMENT PARTNERS, INC.**

**Consolidated Statements of Operations**

   

|                                                  |   | **For the Three Months**

**Ended June 30,** |                                                                                                |   | **For the Six Months**

**Ended June 30,** |   |
|-------------------------------------------------------|--------|----------------------------------------------|-----------------------------------------------------------------------------------------------------|--------|--------------------------------------------|--------|
|                                                  |   | **2020**                                     |                                                                                                |   | **2019**                                   |   |   | **2020** |   |   | **2019** |   |
| Sales                                                 |   | $                                            | 29,971                                                                                              |   |                                       | $      | 4,100 |   |   | $ | 35,874 |   |   | $ | 4,840 |   |
| Cost of goods sold                                    |   |                                         | 9,333                                                                                               |   |                                       |   | 6,067 |   |   |   | 13,265 |   |   |   | 12,346 |   |
| Gross profit (loss)                                   |   |                                         | 20,638                                                                                              |   |                                       |   | (1,967 | ) |   |   | 22,609 |   |   |   | (7,506 | ) |
| Expenses                                              |   |                                         |                                                                                                |   |                                       |   |   |   |   |   |   |   |   |   |   |   |
| Consulting services                                   |   |                                         | 4,299                                                                                               |   |                                       |   | 12,500 |   |   |   | 39,299 |   |   |   | 12,500 |   |
| Website expense                                       |   |                                         | 2,456                                                                                               |   |                                       |   | 3,416 |   |   |   | 3,334 |   |   |   | 3,416 |   |
| Legal and professional services                       |   |                                         | 19,625                                                                                              |   |                                       |   | 1,000 |   |   |   | 42,950 |   |   |   | 8,200 |   |
| Product distribution and development costs            |   |                                         | 4,121                                                                                               |   |                                       |   | 22,982 |   |   |   | 4,121 |   |   |   | 33,432 |   |
| Beneficial conversion expense                         |   |                                         | 6,664                                                                                               |   |                                       |   | - |   |   |   | 6,664 |   |   |   | - |   |
| General and administrative                            |   |                                         | 20,018                                                                                              |   |                                       |   | 7,059 |   |   |   | 31,329 |   |   |   | 7,214 |   |
| Total expenses                                        |   |                                         | 57,183                                                                                              |   |                                       |   | 46,957 |   |   |   | 127,697 |   |   |   | 64,762 |   |
| Net operating loss                                    |   |                                         | (36,545                                                                                             | )      |                                       |   | (48,924 | ) |   |   | (105,088 | ) |   |   | (72,268 | ) |
| Other expense                                         |   |                                         |                                                                                                |   |                                       |   |   |   |   |   |   |   |   |   |   |   |
| Interest expense                                      |   |                                         | (50                                                                                                 | )      |                                       |   | - |   |   |   | (61 | ) |   |   | - |   |
| Total other income (expense)                          |   |                                         | (50                                                                                                 | )      |                                       |   | - |   |   |   | (61 | ) |   |   | - |   |
| Profit (loss) before taxes                            |   |                                         | (36,595                                                                                             | )      |                                       |   | (48,924 | ) |   |   | (105,149 | ) |   |   | (72,268 | ) |
| Income tax expense                                    |   |                                         | -                                                                                                   |   |                                       |   | - |   |   |   | - |   |   |   | - |   |
| Net profit (loss)                                     |   | $                                            | (36,595                                                                                             | )      |                                       | $      | (48,924 | ) |   | $ | (105,149 | ) |   | $ | (72,268 | ) |
|                                                  |   |                                         |                                                                                                |   |                                       |   |   |   |   |   |   |   |   |   |   |   |
| Net profit (loss) per common share                    |   |                                         |                                                                                                |   |                                       |   |   |   |   |   |   |   |   |   |   |   |
| Basic and diluted                                     |   | $                                       |                  (- | )      |                                       | $      |                   (- | ) |   | $ |                   (- | ) |   | $ |                   (- | ) |
| Weighted average number of common shares outstanding: |   |                                         |                                                                                                |   |                                       |   |   |   |   |   |   |   |   |   |   |   |
| Basic and diluted                                     |   |                                         | 150,164,560                                                                                         |   |                                       |   | 85,970,665 |   |   |   | 150,088,874 |   |   |   | 85,970,665 |   |

 

The accompanying notes are an integral part of these financial statements.

 

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| 4                   |
|                     |
| *Table of Contents* |

 

**DIGITAL DEVELOPMENT PARTNERS, INC.**

**Consolidated Statement of Changes in Stockholders’ Equity (Deficit)**

**For the Three and Six Months Ended June 30, 2020 and 2019 (unaudited)**

    

|                                                                    |   | **Common Stock** |        |   |  **Stockholder** |   |    | **Additional**

**Paid-in** |   |   | **Retained**

**Earnings**

**(Accumulated** |   |   |              |      |
|-------------------------------------------------------------------------|--------|------------------|-------------|--------|-----------------------|--------|---------|-----------------------------|--------|--------|----------------------------------------------|--------|--------|--------------|-----------|
|                                                                    |   | **Shares**       |        |   | **Amount**            |   |    | **Receivable**              |   |   | **Capital**                                  |   |   | **Deficit)** |      |   | **Total** |   |
| Balance, December 31, 2019                                              |   |             | 85,970,665  |   |                  |   | 85,971  |                        |   |   | -                                            |   |   |         | 7,488,946 |   |   |   | (8,715,712 | ) |   |   | (1,140,795 | ) |
| Cancellation of stock                                                   |   |             | (79,265,000 | )      |                  |   | (79,265 | )                           |   |   | -                                            |   |   |         | 79,265    |   |   |   | - |   |   |   | - |   |
| Stock issued for debt cancellation                                      |   |             | 23,294,335  |   |                  |   | 23,294  |                        |   |   | -                                            |   |   |         | 1,109,803 |   |   |   | - |   |   |   | 1,133,097 |   |
| Effect of issuance related to acquisition of Black Bird Potentials Inc. |   |             | 120,000,000 |   |                  |   | 120,000 |                        |   |   | (1,000                                       | )      |   |         | (4,055    | ) |   |   | - |   |   |   | 114,945 |   |
| Inventory contributed to additional paid-in capital by related party    |   |             | -           |   |                  |   | -       |                        |   |   | -                                            |   |   |         | 399       |   |   |   | - |   |   |   | 399 |   |
| Stock issued for services                                               |   |             | 100,000     |   |                  |   | 100     |                        |   |   | -                                            |   |   |         | 7,900     |   |   |   | - |   |   |   | 8,000 |   |
| Net loss                                                                |   |             | -           |   |                  |   | -       |                        |   |   | -                                            |   |   |         | -         |   |   |   | (68,554 | ) |   |   | (68,554 | ) |
| Balance, March 31, 2020                                                 |   |             | 150,100,000 |   |                  | $      | 150,100 |                        |   | $      | (1,000                                       | )      |   | $            | 8,682,258 |   |   | $ | (8,784,266 | ) |   | $ | 47,092 |   |
| Stock issued for cash                                                   |   |             | 125,000     |   |                  |   | 125     |                        |   |   | -                                            |   |   |         | 2,375     |   |   |   | - |   |   |   | 2,500 |   |
| Beneficial conversion related to convertible debt                       |   |             | -           |   |                  |   | -       |                        |   |   | -                                            |   |   |         | 29,990    |   |   |   | - |   |   |   | 29,990 |   |
| Net loss                                                                |   |             | -           |   |                  |   | -       |                        |   |   | -                                            |   |   |         | -         |   |   |   | (36,595 | ) |   |   | (36,595 | ) |
| Balance, June 30, 2020                                                  |   |             | 150,225,000 |   |                  | $      | 150,225 |                        |   | $      | (1,000                                       | )      |   | $            | 8,714,623 |   |   | $ | (8,820,861 | ) |   | $ | 42,987 |   |
|                                                                    |   |             |        |   |                  |   |    |                        |   |   |                                         |   |   |         |      |   |   |   |   |   |   |   |   |   |
| Balance, December 31, 2018                                              |   |             | 85,970,665  |   |                  |   | 85,971  |                        |   |   | -                                            |   |   |         | 7,488,946 |   |   |   | (8,593,745 | ) |   |   | (1,018,828 | ) |
| Net loss                                                                |   |             | -           |   |                  |   | -       |                        |   |   | -                                            |   |   |         | -         |   |   |   | (29,416 | ) |   |   | (29,416 | ) |
| Balance, March 31, 2019                                                 |   |             | 85,970,665  |   |                  |   | 85,971  |                        |   |   | -                                            |   |   |         | 7,488,946 |   |   |   | (8,623,161 | ) |   |   | (1,048,244 | ) |
| Net loss                                                                |   |             | -           |   |                  |   | -       |                        |   |   | -                                            |   |   |         | -         |   |   |   | (28,978 | ) |   |   | (28,978 | ) |
| Balance, June 30, 2019                                                  |   |             | 85,970,665  |   |                  |   | 85,971  |                        |   |   | -                                            |   |   |         | 7,488,946 |   |   |   | (8,652,139 | ) |   |   | (1,077,222 | ) |

 

The accompanying notes are an integral part of these financial statements.

 

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| 5                   |
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| *Table of Contents* |

 

**DIGITAL DEVELOPMENT PARTNERS, INC.**

**Consolidated Statements of Cash Flows**

**(unaudited)**

   

|                                                                            |   | **For the Six Months**

**Ended June30,** |      |
|---------------------------------------------------------------------------------|--------|-------------------------------------------|-----------|
|                                                                            |   | **2020**                                  |      |   | 2019 |   |
| CASH FLOWS FROM OPERATING ACTIVITIES                                            |   |                                      |      |   |   |   |
| Net income (loss)                                                               |   | $                                         | (105,149  | ) |   | $ | (72,268 | ) |
| Adjustments to reconcile net loss to net cash provided by operating activities: |   |                                      |      |   |   |   |   |   |
| Stock issued for services                                                       |   |                                      | 8,000     |   |   |   | - |   |
| Non-cash beneficial conversion expense                                          |   |                                      | 6,664     |   |   |   |   |   |
| Accrued interest                                                                |   |                                      | 61        |   |   |   |   |   |
| Inventory                                                                       |   |                                      | (31,845   | ) |   |   | (21,407 | ) |
| Accrued expenses                                                                |   |                                      | 4,903     |   |   |   | - |   |
| Net cash used for operating activities                                          |   |                                      | (117,366  | ) |   |   | (93,675 | ) |
| CASH FLOWS FROM INVESTING ACTIVITIES                                            |   |                                      |      |   |   |   |   |   |
| Machinery and equipment                                                         |   |                                      | (519      | ) |   |   | - |   |
| Net cash used for financing activities                                          |   |                                      | (519      | ) |   |   | - |   |
| CASH FLOWS FROM FINANCING ACTIVITIES                                            |   |                                      |      |   |   |   |   |   |
| Loans payable - related party                                                   |   |                                      | 6,670     |   |   |   | - |   |
| Loans payable - third parties                                                   |   |                                      | 50,000    |   |   |   | - |   |
| Proceeds from issuance of common stock                                          |   |                                      | 2,500     |   |   |   | 77,907 |   |
| Net cash provided by financing activities                                       |   |                                      | 59,170    |   |   |   | 77,907 |   |
| Net decrease in cash and cash equivalents                                       |   |                                      | (58,715   | ) |   |   | (15,768 | ) |
| Cash and cash equivalents at beginning of period                                |   |                                      | 85,969    |   |   |   | 37,662 |   |
| Cash and cash equivalents at end of period                                      |   | $                                         | 27,254    |   |   | $ | 21,894 |   |
| NON-CASH INVESTING AND FINANCING ACTIVITIES:                                    |   |                                      |      |   |   |   |   |   |
| Common stock issued to repay related party debt                                 |   | $                                         | 1,133,097 |   |   | $ | - |   |
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION                                |   |                                      |      |   |   |   |   |   |
| Income taxes paid                                                               |   | $                                         | -         |   |   | $ | - |   |
| Interest expense                                                                |   | $                                         | -         |   |   | $ | - |   |

 

The accompanying notes are an integral part of these financial statements.

 

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| 6                   |
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| *Table of Contents* |

  

**DIGITAL DEVELOPMENT PARTNERS, INC.**

**Notes to Unaudited Financial Statements**

**June 30, 2020**

 

**1. BASIS OF PRESENTATION AND NATURE OF OPERATIONS**

 

**Basis of Presentation**

 

The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) for interim financial information and with the instructions to Form 10-Q. Accordingly, they do not include all of the information required by GAAP for complete annual financial statement presentation.

 

These unaudited interim financial statements, as of June 30, 2020, and for the six months ended June 30, 2020 and 2019, reflect all adjustments consisting of normal recurring adjustments, which, in the opinion of management, are necessary to fairly present 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. Operating results for the three months ended March 31, 2020, are not necessarily indicative of the results to be expected for other interim periods or for the full year ending December 31, 2020. These unaudited interim financial statements should be read in conjunction with the financial statements and accompanying notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the Securities Exchange Commission.

 

**Nature of Operations**

 

From 2015 until the January 1, 2020 acquisition of Black Bird Potentials Inc., a Wyoming corporation (“Black Bird”), the Company was a “shell company,” as defined in Rule 12b-2 of the Securities Exchange Act of 1934. The Company’s Board of Directors has adopted the business plan of Black Bird and the Company’s ongoing operations now include those of Black Bird. References to “the Company” include Black Bird.

 

The Company is engaged in the production and sale of consumer products, including products containing Cannabidiol, or CBD, derived from industrial hemp that contains no more than 0.3% THC. The Company’s products are marketed under the “Grizzly Creek Naturals” trademark. Also, the Company is a licensed participant in the Montana Hemp Pilot Program, under which the Company is a grower of industrial hemp.

 

The Company has developed an environmentally-friendly biopesticide, MiteXstream, that eliminates mold, mildew and many pests, including spider mites, which are significant problems in the cultivation of cannabis (marijuana and industrial hemp) and hops. In January 2019, the Company applied to the U.S. Environmental Protection Agency for the certification of MiteXstream as a biopesticide. Sales of MiteXstream will not commence until EPA certification is achieved.

 

**2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND GOING CONCERN**

 

Going Concern

 

The Company’s financial statements are prepared using generally accepted accounting principles in the United 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 allow it to continue as a going concern. The Company also has a working capital deficit as of December 31, 2019. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

 

The Company’s activities will necessitate significant uses of working capital beyond 2019. Additionally, the Company’s capital requirements will depend on many factors, including the success of the Company’s researching for new markets. The Company plans to continue financing its operations with cash received from financing activities, more specifically from related party loans.

 

While the Company strongly believes that its capital resources will be sufficient in the near term, there is no assurance that the Company’s activities will generate sufficient revenues to sustain its operations without additional capital or if additional capital is needed, that such funds, if available, will be obtainable on terms satisfactory to the Company. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.

   

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| 7                   |
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| *Table of Contents* |

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United 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.

 

Cash and Cash Equivalents and Restricted Cash

 

Cash and equivalents include investments with initial maturities of three months or less. The Company had no cash equivalents as of June 30, 2020, and December 31, 2019.

 

Income Taxes

 

The Company accounts for income taxes utilizing ASC 740, “Income Taxes”. ASC 740 requires the measurement of deferred tax assets for deductible temporary differences and operating loss carry forwards, and of deferred tax liabilities for taxable temporary differences. Measurement of current and deferred tax liabilities and assets is based on provisions of enacted tax law. The effects of future changes in tax laws or rates are not included in the measurement. The Company recognizes the amount of taxes payable or refundable for the current year and recognizes deferred tax liabilities and assets for the expected future tax consequences of events and transactions that have been recognized in the Company’s financial statements or tax returns. The Company currently has substantial net operating loss carry forwards. The Company has recorded a 100% valuation allowance against net deferred tax assets due to uncertainty of their ultimate realization. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized.

 

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 dilutive 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. There are no potential dilutive securities as of June 30, 2020 and 2019, and March 31, 2020 and 2019.

 

Related Parties

 

A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party.

 

Recent Accounting Pronouncements

 

Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

 

**3. ACQUISITION OF BLACK BIRD POTENTIALS INC.**

 

Effective January 1, 2020, the Company consummated a plan and agreement of merger (the “Merger Agreement”) with Black Bird Potentials Inc., a Wyoming corporation (Black Bird), pursuant to which Black Bird became a wholly-owned subsidiary of the Company. Pursuant to the Merger Agreement, the Company issued 120,000,000 shares of its common stock to the shareholders of Black Bird and four persons were added to the Company’s Board of Directors. Pursuant to the Merger Agreement, the Company’s four new directors were issued a total of 100,178,661 shares of Company common stock. Thus, a change in control of the Company occurred in connection with the Merger Agreement.

    

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| 8                   |
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| *Table of Contents* |

 

**4. COMMON STOCK**

 

**Acquisition of Black Bird**

 

Effective January 1, 2020, the Company consummated the Merger Agreement with Black Bird. Pursuant to the Merger Agreement, the Company issued 120,000,000 shares of its common stock to the shareholders of Black Bird and four persons were added to the Company’s Board of Directors. Pursuant to the Merger Agreement, the Company’s four new directors were issued a total of 100,178,661 shares of Company common stock. Thus, a change in control of the Company occurred in connection with the Merger Agreement.

 

**Stock Cancellation Agreement**

 

In conjunction with the Merger Agreement, the Company entered into a cancellation of stock agreement with its former majority shareholder, EFT Holdings, Inc., whereby it cancelled all 79,265,000 shares of common stock then owned by EFT Holdings, Inc.

 

**Debt Forgiveness Agreements**

 

In conjunction with the Merger Agreement, the Company entered into debt forgiveness agreements with related parties, as follows:

 

|   | · | EFT Holdings, Inc.: the Company issued 18,221,906 shares of common stock to its former majority shareholder, EFT Holdings, Inc., in payment of $886,108 of indebtedness, principal and accrued interest. |
|--------|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                     |
|   | · | EF2T, Inc.: the Company issued 2,240,768 shares of common stock to a related party, EF2T, Inc., in payment of $109,992 of indebtedness, principal and accrued interest.                                  |
|   |   |                                                                                                                                                                                                     |
|   | · | Astonia LLC: the Company issued 2,831,661 shares of common stock to a related party, Astonia LLC, in payment of $136,997 of indebtedness, principal and accrued interest                                 |

 

**Common Stock Issued for Services**

 

In March 2020, the Company issued 100,000 shares of common stock to two third-party consultants pursuant to a consulting agreement, which shares were valued at $.08 per share, or $8,000, in the aggregate. In addition to the issuance of such shares, the third-party consultants are to be paid $500 per month and a sales commission equal to 5% of sales made through Black Bird’s GrizzlyCreekNaturals.com website. The term of the consulting agreement extends from March 2020 to September 30, 2020, with an affirmed understanding that, assuming Black Bird approves of the results of the third-party consultants’ efforts, an extension is to be negotiated in good faith.

 

**Common Stock Issued for Cash**

 

During the six months ended June 30, 2020, the Company sold 125,000 shares of its common stock to a third party for $2,500 in cash, or $.02 per share. 

 

**5. STOCKHOLDER RECEIVABLE**

 

At June 30, 2020, cash relating to a stockholder receivable of Black Bird for $1,000, which stockholder receivable became a part of the Company’s outstanding common stock history, upon its acquisition of Black Bird. The stockholder receivable relates to 42,885 shares of Company common stock.

 

**6. AMENDMENT OF ARTICLES OF INCORPORATION**

 

In January 2020, the Company filed a Certificate of Amendment to our Articles of Incorporation to change its corporate name to “Black Bird Potentials Inc.” The effective time of this corporate action will depend on the date on which FINRA issues its approval thereof.

 

**7. RELATED PARTY TRANSACTIONS**

 

**Acquisition of Black Bird**

 

Effective January 1, 2020, the Company consummated the Merger Agreement with Black Bird. Pursuant to the Merger Agreement, the Company issued 120,000,000 shares of its common stock to the shareholders of Black Bird and four persons were added to the Company’s Board of Directors. Pursuant to the Merger Agreement, the Company’s four new directors were issued a total of 100,178,661 shares of Company common stock. Thus, a change in control of the Company occurred in connection with the Merger Agreement.

    

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| 9                   |
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| *Table of Contents* |

   

**Stock Cancellation Agreement**

 

In conjunction with the Merger Agreement, the Company entered into a cancellation of stock agreement with its former majority shareholder, EFT Holdings, Inc., whereby it cancelled all 79,265,000 shares of common stock then owned by EFT Holdings, Inc.

 

**Debt Forgiveness Agreements**

 

In conjunction with the Merger Agreement, the Company entered into debt forgiveness agreements with related parties, as follows:

 

EFT Holdings, Inc.: the Company issued 18,221,906 shares of common stock to its former majority shareholder, EFT Holdings, Inc., in payment of $886,108 of indebtedness, principal and accrued interest.

 

EF2T, Inc.: the Company issued 2,240,768 shares of common stock to a related party, EF2T, Inc., in payment of $109,992 of indebtedness, principal and accrued interest.

 

Astonia LLC: the Company issued 2,831,661 shares of common stock to a related party, Astonia LLC, in payment of $136,997 of indebtedness, principal and accrued interest

 

**Advances from Related Parties**

 

Six Months Ended June 30, 2020

 

During the six months ended June 30, 2020, advances of $6,670 were received from Astonia LLC. The amounts due Astonia LLC bear interest at 5% per year and have a maturity of one year. As of June 30, 2020, the Company owed Astonia LLC $61 in accrued and unpaid interest.

 

**Facility Lease**

 

In May 2020, Black Bird entered into a facility lease with Grizzly Creek Farms, LLC, an entity owned by one of the Company’s directors, Fabian G. Deneault, with respect to approximately 2,000 square feet of manufacturing space located in Ronan, Montana. Monthly rent under such lease is $1,500 and the initial term of such lease expires in December 2025. The Company utilizes the leased facility for the manufacture of products, including its FDA-listed hand sanitizer products.

 

**Distribution Agreement**

 

Effective January 1, 2019, Black Bird entered into a Distribution and Private Label Agreement (the “Distribution Agreement”) with Thoreauvian Product Services, LLC, a company controlled by two of the Company’s officers and directors, Fabian G. Deneault and Eric Newlan, relating to the Company’s licensed biopesticide product, MiteXstream (the “Private Label Product”). The Distribution Agreement has an initial term of 10 years and a single 10-year renewal term.

 

Under the Distribution Agreement, the Company has the exclusive right to distribute and sell the Private Label Product in the United States and Canada. In addition, the Company is required to pay a $20,000 exclusivity fee and to purchase $20,000 of the Private Label Product in conjunction with the signing of the Distribution Agreement and to purchase not less than $20,000 of the Private Label Product each year. In addition, the Company is required to pay all costs in excess of $20,000 associated with MiteXstream’s becoming approved by the U.S. EPA (and relevant states) as a pesticide. During the six months ended June 30, 2020, the Company paid a total of $4,121 in EPA-related costs.

 

**8. LOANS PAYABLE - THIRD PARTIES**

 

**Convertible Promissory Notes**

 

In April 2020, the Company obtained a total of $50,000 in loans from two third parties ($25,000 from each). In consideration of each loan, the Company issued a $25,000 face amount convertible promissory note that bears interest at 10% per annum, with principal and interest due in January 2021. Each such convertible promissory note may be converted into shares of Company common stock at the rate of one share for each $.001 of debt converted anytime after August 30, 2020, until the due date of the notes. As of June 30, 2020, the Company had an unamortized debt discount of $23,324 related to the beneficial conversion feature that will be amortized over the remaining lives of the loans.

 

**9. LOANS PAYABLE - RELATED PARTIES**

 

**Six Months Ended June 30, 2020**

 

During the six months ended June 30, 2020, the Company entered into three separate debt forgiveness agreements with related parties:

 

EFT Holdings, Inc.: the Company issued 18,221,906 shares of common stock to its former majority shareholder, EFT Holdings, Inc., in payment of $886,108 of indebtedness, principal and accrued interest.

 

EF2T, Inc.: the Company issued 2,240,768 shares of common stock to a related party, EF2T, Inc., in payment of $109,992 of indebtedness, principal and accrued interest.

 

Astonia LLC: the Company issued 2,831,661 shares of common stock to a related party, Astonia LLC, in payment of $136,997 of indebtedness, principal and accrued interest.

 

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| *Table of Contents* |

 

During the six months ended June 30, 2020, advances of $6,670 were received from Astonia LLC. The amounts due Astonia LLC bear interest at 5% per year and have a maturity of one year. As of June 30, 2020, the Company owed Astonia LLC $61 in accrued and unpaid interest.

 

The following table sets forth outstanding loans payable to related parties as of June 30, 2020, and December 31, 2019, respectively.

 

|                |   | **Principal Amount Due** |   |   | **Accrued Interest Amount Due** |   |    | **Total Amount Due** |   |
|---------------------|--------|--------------------------|--------|--------|---------------------------------|--------|---------|----------------------|--------|
| **Name of Lender**  |   | **6/30/20**              |   |   | **12/31/19**                    |   |    | **6/30/20**          |   |   | **12/31/19** |   |   | **6/30/20** |   |   | **12/31/19** |   |
| EFT Holdings, Inc.* |   | $                        | -      |   |                            | $      | 634,323 |                 |   | $ | - |   |   | $ | 251,785 |   |   | $ | - |   |   | $ | 886,108 |   |
| EF2T, Inc.          |   | $                        | -      |   |                            | $      | 105,250 |                 |   | $ | - |   |   | $ | 4,742 |   |   | $ | - |   |   | $ | 109,992 |   |
| Astonia LLC         |   | $                        | 6,670  |   |                            | $      | 135,000 |                 |   | $ | 61 |   |   | $ | 1,997 |   |   | $ | 6,731 |   |   | $ | 136,997 |   |

 

| * | Until the Company’s acquisition of Black Bird, EFT Holdings, Inc. was its majority shareholder. |
|---|-------------------------------------------------------------------------------------------------------|

 

**10. DISTRIBUTION AGREEMENTS**

 

**Tri-State Distributor**

 

In March 2020, Black Bird entered into a regional development and distribution agreement with Northland Partners, LLC (the “Tri-State Distributor”), who will focus on distribution of Black Bird’s products in North Dakota, South Dakota and Minnesota. Tri-State Distributor has the right to distribute Black Bird’s products anywhere in the United States.

 

**Las Vegas Distributor**

 

In June 2020, Black Bird terminated its distribution agreement with its Las Vegas-based distributor, due to non-performance. Black Bird has entered into an informal agreement with Hope Botanicals, LLC with respect to its becoming a replacement for the terminated Las Vegas-based distributor.

 

**11. REGULATION A OFFERING**

 

In May 2020, the Company filed an Offering Statement on Form 1-A (File No. 254-11215) (the “Regulation A Offering”) with SEC with respect to 20,000,000 shares of common stock, which was qualified by the SEC on August 4, 2020.

 

**12. SUBSEQUENT EVENTS**

 

In August 2020, the Company sold a total of 5,000,000 shares of its common stock for a total of $200,000 in cash, under the Regulation A Offering.

 

**Other**

 

Management has evaluated subsequent events through August 19, 2020.

    

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**Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations**

 

**Effects of COVID-19** 

As of the date of this Quarterly Report on Form 10-Q, there exist significant uncertainties regarding the current Novel Coronavirus (“COVID-19”) pandemic, including the scope of health issues, the possible duration of the pandemic and the extent of local and worldwide social, political and economic disruption it may cause in the future.

 

To date, the COVID-19 pandemic has had a discernable short-term negative impact on the ability of Digital Development Partners, Inc., including its wholly-owned subsidiary, Black Bird Potentials Inc., a Wyoming corporation, to obtain capital needed to accelerate the development of our business.

 

With respect to our business operations, while our product sales have increased since the initial impact of the COVID-19 pandemic due primarily to our recently introducing hand sanitizer gel and spray products, we believe the COVID-19 pandemic has had a discernable short-term negative impact on our product sales, inasmuch as we and our distributors have been limited in face-to-face sales meetings with respect to our products. We are unable to predict when such limitations will ease.

 

Overall, our company is not of a size that has required us to implement “company-wide” policies in response to the COVID-19 pandemic. Further, our product manufacturing operations have experienced no negative consequences attributable to the COVID-19 pandemic, inasmuch as these operations involve a limited number of persons. However, as the states continue to re-open, re-close, then re-open their economies, the scope and nature of the impacts of COVID-19 on our company will evolve day-by-day, week-by-week.

 

The COVID-19 pandemic can be expect to continue to result in regional and local quarantines, labor stoppages and shortages, changes in consumer purchasing patterns, mandatory or elective shut-downs of retail locations, disruptions to supply chains, including the inability of our suppliers to deliver materials on a timely basis, or at all, severe market volatility, liquidity disruptions and overall economic instability. It can be further expected that the COVID-19 pandemic will continue to have unpredictably adverse impacts on our business, financial condition and results of operations. This situation is changing rapidly and additional impacts may arise of which we are not currently aware.

 

We intend to continue to assess the evolving impact of the COVID-19 pandemic, not only on our company, but on the operations of our customers, consumers and supply chains, and intend to make adjustments accordingly. However, the extent to which the COVID-19 pandemic may impact our business, financial condition and results of operations will depend on how the COVID-19 pandemic and its impact continues to impact the United States and, to a lesser extent, the rest of the world, all of which remains highly uncertain and cannot be predicted at this time.

 

In light of these uncertainties, for purposes of this Quarterly Report, except where otherwise indicated, the descriptions of our business, our strategies, our risk factors and any other forward-looking statements, including regarding us, our business and the market generally, do not reflect the potential impact of the COVID-19 pandemic or our responses thereto. In addition, the disclosures contained in this Quarterly Report are made only as of the date hereof, and we undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

 

**Disclosure Regarding Forward-looking Statements**

                

*The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes, and other financial information included in this Quarterly Report.*

 

*Our Management’s Discussion and Analysis contains not only statements that are historical facts, but also statements that are forward-looking. Forward-looking statements are, by their very nature, uncertain and risky. These risks and uncertainties include international, national, and local general economic and market conditions; our ability to sustain, manage, or forecast growth; our ability to successfully make and integrate acquisitions; new product development and introduction; existing government regulations and changes in, or the failure to comply with, government regulations; adverse publicity; competition; the loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; change in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology; the risk of foreign currency exchange rate; and other risks that might be detailed from time to time in our filings with the SEC.*

 

*Although the forward-looking statements in this Quarterly Report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by them. Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. You are urged to carefully review and consider the various disclosures made by us in this Quarterly Report as we attempt to advise interested parties of the risks and factors that may affect our business, financial condition and results of operations and prospects.*

 

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**Cautionary Statement**

The following discussion and analysis should be read in conjunction with our financial statements and related notes, beginning on page 3 of this Quarterly Report.

 

Our actual results may differ materially from those anticipated in the following discussion, as a result of a variety of risks and uncertainties, including those described under Cautionary Statement Regarding Forward-Looking Statements and Risk Factors. We assume no obligation to update any of the forward-looking statements included herein.

 

**Implications of Being an Emerging Growth Company**

As a company with less than $1.07 billion in revenue during our last fiscal year, we qualify as an “emerging growth company”, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). As an emerging growth company, we may take advantage of specified reduced disclosure and other requirements that are otherwise applicable generally to public companies. These provisions include:

 

|   | · | Only two years of audited financial statements in addition to any required unaudited interim financial statements with correspondingly reduced “Management’s Discussion and Analysis of Financial Condition and Results of Operations” disclosure. |
|--------|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                                                                                 |
|   | · | Reduced disclosure about our executive compensation arrangements.                                                                                                                                                                                                    |
|   |   |                                                                                                                                                                                                                                                                 |
|   | · | Not having to obtain non-binding advisory votes on executive compensation or golden parachute arrangements.                                                                                                                                                          |
|   |   |                                                                                                                                                                                                                                                                 |
|   | · | Exemption from the auditor attestation requirement in the assessment of our internal control over financial reporting.                                                                                                                                               |

 

We may take advantage of these exemptions for up to five years or such earlier time that we are no longer an emerging growth company. We would cease to be an emerging growth company if we have more than $1.07 billion in annual revenue, we have more than $700 million in market value of our stock held by non-affiliates, or we issue more than $1 billion of non-convertible debt over a three-year period. We may choose to take advantage of some but not all of these reduced burdens. We have taken advantage of these reduced reporting burdens herein, and the information that we provide may be different than what you might get from other public companies in which you hold stock.

 

**Critical Accounting Policies**

Our accounting policies are discussed in detail in the footnotes to our financial statements beginning on page 3. We consider our critical accounting policies related to revenue recognition, inventory and fair value of financial instruments.

 

Our management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on our financial statements.

 

**Basis of Presentation**

 

Our company was a “shell company” from 2014 through all of 2019. Effective January 1, 2020, we acquired Black Bird Potentials Inc. (“Black Bird”), in a transaction accounted for as a “reverse merger”.

 

This *Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations* section includes financial results of (1) our company, Digital Development Partners, Inc., for the six months ended June 30, 2020, including those of Black Bird, and (2) the historical financial results of Black Bird for the six months ended June 30, 2019.

 

**Overview and Outlook**

 

With the acquisition of Black Bird effective January 1, 2020, Black Bird’s operations became the operations of our company.

 

Black Bird is engaged in the manufacture and sale of products containing Cannabidiol, or CBD, derived from industrial hemp that contains no more than 0.3% tetrahydrocannabinol (THC), the principal psychoactive constituent of cannabis (marijuana). All of these products are marketed under the “Grizzly Creek Naturals” brand name as zero-THC products. In April 2020, Black Bird began the manufacture and sale of hand sanitizer gel and spray products under the Grizzly Creek Naturals brand name.

 

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Black Bird is a licensed participant in the Montana Hemp Pilot Program, under which it is a legal grower of industrial hemp.

 

Also, Black Bird owns the exclusive rights to distribute an environmentally-friendly plant-based biopesticide (which will sell under the MiteXstream brand name) that targets spider mites, which are a significant problem in the cultivation of cannabis (marijuana and industrial hemp) and hops, among other crops. EPA approval of MiteXstream as a plant-based biopesticide is expected in late 2020. Sales of MiteXstream will not commence until EPA certification is achieved.

 

**Principal Factors Affecting Our Financial Performance**

 

Following our acquisition of Black Bird, our future operating results can be expected to be primarily affected by the following factors:

 

|   | · | our ability to attract and retain customers for our Grizzly Creek Naturals, and other, products;                                                       |
|--------|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                   |
|   | · | our ability to maintain the value proposition of MiteXstream, once certified as a biopesticide, *vis-a-vis* other available pest control products; and |
|   |   |                                                                                                                                                   |
|   | · | our ability to contain our operating costs.                                                                                                            |

 

As a result of our acquisition of Black Bird, we expect that our revenues will increase from quarter to quarter for the foreseeable future, beginning with the quarter ended March 31, 2020. We expect to incur operating losses through at least December 31, 2020, until sales volumes of our products increase significantly. Further, because of our current lack of capital and the current lack of brand name awareness of Grizzly Creek Naturals, we cannot predict the levels of our future revenues.

 

Based on informal testing done by, and discussions with, cannabis (marijuana and industrial hemp) cultivation industry participants, our management believes that MiteXstream will become the most dynamic, fastest growing part of our business. The impact of these operations is expected to arrive beginning in the first quarter of 2021.

 

**Results of Operations**

 

*Six Months Ended June 30, 2020 (the “Current Period”), and Six Months Ended June 30, 2019 (the “Prior Period”)*. For the Current Period, our business operations generated revenues $35,874 (unaudited) in revenues from sales of our Grizzly Creek Naturals CBD products with cost of goods sold of $13,265 (unaudited), resulting in a gross profit of $22,609 (unaudited). For the Prior Period, we generated $4,840 (unaudited) in revenues with cost of goods sold of $12,346 (unaudited), resulting in a gross loss of $7,506 (unaudited).

 

During the Current Period, we incurred operating expenses of $127,697 (unaudited), with a net operating loss of $105,088 (unaudited). During the Prior Period, we incurred operating expenses of $64,762 (unaudited), resulting in a net operating loss of $72,268 (unaudited).

 

We expect that our revenues will increase from quarter to quarter for the foreseeable future. We expect to incur operating losses through at least December 31, 2020, until sales volumes of our products increase significantly. Further, because of our current lack of capital and the current lack of brand name awareness of Grizzly Creek Naturals, we cannot predict the levels of our future revenues.

 

Based on informal testing done by, and discussions with, cannabis (marijuana and industrial hemp) cultivation industry participants, our management believes that MiteXstream will become the most dynamic, fastest growing part of our business. The impact of these operations is expected to arrive beginning in the first quarter of 2021, at the earliest.

 

**Plan of Operation**

 

*Hemp/CBD Products*. Our company’s hemp-related operations will include three separate functions, each of which will be managed as a separate business. These functions are (a) the cultivation of hemp, (b) the extraction of CBD from the cultivated hemp and (c) the manufacture, sale and distribution of CBD products.

   

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*Cultivation*. Black Bird is a licensed hemp grower in the Montana Hemp Pilot Program (MT Pilot Program). During the Fall of 2019, we harvested our first small crop of industrial hemp, and we expect to do the same during 2020. We chose to grow a small first crop of industrial hemp in an indoor facility owned by our President, Fabian G. Deneault, as a means of learning, first hand, more about the horticultural needs of industrial hemp, rather than to grow a large, commercial crop. Should future business conditions warrant, we intend to expand our industrial hemp growing operations into available nearby indoor facilities, as well as to available farmland in the Ronan, Montana, area. No prediction can yet be made with respect to our future industrial hemp growing operations. Each 13 months, our indoor growing operations will be capable of producing four full crops of industrial hemp. In Montana, our outdoor growing operations would be capable of producing a single full crop of hemp each calendar year. Once harvested, our hemp crops would be transported to our planned CBD extraction facility to be located in the Ronan, Montana, area.

 

*Extraction*. We intend to construct a CBD extraction facility in the Ronan, Montana, area, the precise size and location of which has not yet been determined. In addition to extracting CBD from our own hemp crops for use in our Grizzly Creek Naturals CBD products, we intend to establish our company as the leading CBD extraction facility in the State of Montana. Our efforts in this regard are supported by the rules of the MT Pilot Program which require that all hemp grown in Montana be processed within Montana. There is no assurance that we will be able to so establish our company’s CBD extraction facility. By establishing a CBD extraction facility, we expect that we would enjoy a significant reduction in the cost of CBD compared to purchasing needed CBD from third parties, as we do currently. Following the CBD extraction process, the hemp remains substantially intact. Our management has yet to determine how the post-extraction hemp will be processed into one or more products into which hemp is able to be refined.

 

*Grizzly Creek Naturals*.

 

*CBD Products*. We have created “Grizzly Creek Naturals” as the brand name for our CBD-related products, which are manufactured by our company using CBD purchased from third parties. Once we begin producing commercial quantities of industrial hemp and extracting the CBD therefrom, we will begin to use all of our own CBD and supplement it with CBD from third parties, as necessary.

 

We have expanded our line of Grizzly Creek Naturals CBD products and currently manufacture and sell the following items:

 

|   | · | CBD Oil: Unflavored, Huckleberry, Cherry Flavors in 100mg, 250mg, 500mg, 1000mg and 2500mg dosages |
|--------|--------|----------------------------------------------------------------------------------------------------|
|   |   |                                                                                               |
|   | · | CBD-Infused Body Butter (500mg): Unscented and Huckleberry Scent                                   |
|   |   |                                                                                               |
|   | · | CBD-Infused Lip Balm (30mg): Huckleberry Scent                                                     |
|   |   |                                                                                               |
|   | · | Bath Bomb with 50mg of CBD: Eucalyptus, Lavender and Citrus Scents                                 |

 

In August 2020, we intend to begin sales of CBD gummies under the “Glacier Gummies”, on a private-label basis. We cannot assure you that we be successful financially in these efforts.

 

*Other Products*. In April 2020, we began sales of our Grizzly Creek Naturals hand sanitizer to distributors, directly to retail customers and directly to consumers through our website, having completed our initial FDA product listing in March 2020. Since their introduction, our hand sanitizer sales have been our best selling products.

 

In August 2020, we intend to begin production and sales of a coffee-based energy drink under the “Grizzly Grind” brand name. We cannot assure you that we be successful financially in these efforts.

 

*Hand Sanitizer*. In April 2020, we began to manufacture and sell our Grizzly Creek Naturals hand sanitizer gel and spray products (without CBD) to distributors, directly to retail customers and directly to consumers through our website, having completed our initial FDA product listing in March 2020. Since their introduction, demand for our hand sanitizer products has exceeded our ability to produce these products. The primary hindrance to our ability to produce enough hand sanitizer products has been a scarcity of plastic bottles, pumps and caps available to us, which is attributable to the COVID-19 pandemic. We expect this scarcity of plastic bottles, pumps and caps to abate during the third and fourth quarters of 2020, but no assurance can be made in this regard.

 

*Products for Animals*. In July 2020, we introduced CBD products for dogs under our Grizzly Creek Naturals brand name. We cannot assure you that we be successful financially in these efforts.

 

*Distribution*. Currently, we distribute our products directly to consumers and retail outlets in Montana and sell our products to consumers through our website: www.grizzlycreeknaturals.com. In addition, our products are distributed to retail outlets and directly to consumers by our distributors.

 

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*MiteXstream*. We intend to have MiteXstream approved as a biopesticide by the U.S. Environmental Protection Agency, and, thereafter, approved, initially, for use in the various states. In January 2020, the application for MiteXstream to be certified as a biopesticide was filed with the EPA. It is expected that EPA approval will be obtained in approximately ten months. Assuming EPA approval, application would be made to the various states for approval; the state approval process takes between one and eight months, variously. Until we obtain the required pesticide certifications, we will not sell any MiteXstream. As soon as we have obtained the required pesticide approvals, we intend to launch immediately our planned MiteXstream sales and distribution efforts.

 

Based on informal testing done by, and discussions with, cannabis cultivation industry participants, our management believes that MiteXstream will become the most dynamic, fastest growing part of our business. However, no prediction can be made in this regard.

 

**Financial Condition, Liquidity and Capital Resources**

   

*Recent Capital Source*. In April 2020, our company obtained a total of $50,000 in loans from two third parties ($25,000 from each). In consideration of each loan, we issued a $25,000 face amount convertible promissory note that bears interest at 10% per annum, with principal and interest due in January 2021. Each such convertible promissory note may be converted into shares of our common stock at the rate of one share for each $.001 of debt converted anytime after August 30, 2020.

 

*Regulation A Offering*. In May 2020, our company filed an Offering Statement on Form 1-A (File No. 254-11215) (the “Regulation A Offering”) with SEC with respect to 20,000,000 shares of common stock, which was qualified by the SEC on August 4, 2020. As of the date hereof, we had sold a total of 5,000,000 shares of common stock for a total of $200,000 in cash, under the Regulation A Offering. There is no assurance that we will further derive any funds pursuant to the Regulation A Offering.

 

*June 30, 2020*. At June 30, 2020, our company had $27,254 (unaudited) in cash and working capital of $42,468 (unaudited), compared to $973 (audited) in cash and a working capital deficit of $1,140,795 (audited) at December 31, 2019. The significant change in our working capital position from December 31, 2019, to June 30, 2020, is attributable primarily to (1) the cancellation of $1,133,097 (unaudited) of debt in exchange for shares of our common stock, pursuant to three separate agreements with related parties and (2) Black Bird’s cash position of $85,969 at the time our acquisition of Black Bird.

 

During the Current Period, we obtained a loan in the amount of $6,670 (unaudited) from a related party with which to pay certain operating expenses, including $3,000 in fees of our former auditor.

 

*Transactions Relating to the Black Bird Acquisition*. In connection with our acquisition of Black Bird, we consummated a stock cancellation agreement with a related party and three separate debt forgiveness agreements with related parties, as follows:

 

Stock Cancellation Agreement. We entered into this agreement with our former majority shareholder, EFT Holdings, Inc., whereby we cancelled all 79,265,000 shares of common stock then owned by EFT Holdings, Inc. The total stated capital and additional paid-in capital associated with such shares is $79,265 (unaudited), and is a reduction of our shareholders’ equity.

 

Debt Forgiveness Agreements. We entered into three separate debt forgiveness agreements with related parties:

 

EFT Holdings, Inc.: we issued 18,221,906 shares of common stock to our former majority shareholder, EFT Holdings, Inc., in payment of $886,108 of indebtedness, principal and accrued interest.

 

EF2T, Inc.: we issued 2,240,768 shares of common stock to a related party, EF2T, Inc., in payment of $109,992 of indebtedness, principal and accrued interest.

 

Astonia LLC: we issued 2,831,661 shares of common stock to a related party, Astonia LLC, in payment of $136,997 of indebtedness, principal and accrued interest.

 

Our company’s current cash position of approximately $60,000 is adequate for our company to maintain its present level of operations through the remainder 2020. However, we must obtain additional capital from third parties, including through our Regulation A offering (SEC File No. 024-11215) to implement our full business plans. There is no assurance that we will be successful in obtaining such additional capital, including through such Regulation A offering.

 

**Inflation and Seasonality**

 

The Company does not believe that inflation or seasonality will significantly affect its results of operation.

     

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**Off Balance Sheet Arrangements**

We have operating leases for two facilities, but otherwise do not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our financial condition, results of operations, liquidity or capital resources.

 

**Contractual Obligations**

 

To date, we have not entered into any long-term obligations that require us to make monthly cash payments.

 

**Capital Expenditures**

 

We made no capital expenditures during the Current Period or the Prior Period. Should we obtain required capital, we expect to make capital expenditures related to the further establishment and growth of Black Bird’s business operations. The specific amount of such capital expenditures cannot be estimated currently.

     

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**Item 3. Quantitative and Qualitative Disclosures About Market Risk**

 

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.

 

**Item 4. Controls and Procedures**

 

*Evaluation of Disclosure Controls and Procedures*. Management is responsible for establishing and maintaining adequate disclosure controls and procedures that are designed to ensure that information required to be disclosed by the Company in its reports filed pursuant to the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow for timely and reliable financial reporting and the preparation of financial statements in accordance with accounting principles generally accepted in the United States of America.

 

As of the quarter ended June 30, 2020, our principal executive officer and principal financial officer completed an assessment of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e), to determine the existence of any material weaknesses or significant deficiencies under the Exchange Act. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control over financial reporting that is less severe than a material weakness, yet important enough to merit attention by those responsible for oversight of the Company’s financial reporting.

 

Based on that evaluation, we concluded that our disclosure controls and procedures over financial reporting were not effective as of June 30, 2020.

 

*Changes in Internal Control Over Financial Reporting*. There have been no changes in our internal control over financial reporting during the quarter ended June 30, 2020, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

    

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**PART II—OTHER INFORMATION**

 

**Item 1. Legal Proceedings**

 

We have no pending legal or administrative proceedings.

 

**Item 1A. Risk Factors**

 

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.

 

**Item 2. Unregistered Sales of Equity Securities and Use of Proceeds**

 

During the three months ended June 30, 2020, we did not issue unregistered securities that have not been reported previously.

   

**Item 3. Defaults Upon Senior Securities**

 

None.

 

**Item 4. Mine Safety Disclosures**

 

Not applicable.

 

**Item 5. Other Information**

 

None.

    

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**Item 6. Exhibits**

** **

| **Exhibit**  |   | **Description**                                                                                                                                                                                                                                                                    |
|--------------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 31.1         |   | Certification by Registrant’s Chief Executive Officer with respect to Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020                                                                                                          |
| 31.2         |   | Certification by Registrant’s Chief Financial Officer with respect to Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020                                                                                                          |
| 32.1         |   | Certification pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code by Registrant’s Chief Executive Officer and Chief Financial Officer with respect to Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020 |
| 101.INS XBRL |   | Instance Document                                                                                                                                                                                                                                                                  |
| 101.SCH XBRL |   | Taxonomy Extension Schema Document                                                                                                                                                                                                                                                 |
| 101.CAL XBRL |   | Taxonomy Extension Calculation Linkbase Document                                                                                                                                                                                                                                   |
| 101.DEF XBRL |   | Taxonomy Extension Definitions Linkbase Document                                                                                                                                                                                                                                   |
| 101.LAB XBRL |   | Taxonomy Extension Label Linkbase Document                                                                                                                                                                                                                                         |
| 101.PRE XBRL |   | Taxonomy Extension Presentation Linkbase Document                                                                                                                                                                                                                                  |

    

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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.** |                                    |        |
|--------|----------------------------------------|-----------------------------------------|--------|
|   |                                   |                                    |   |   |
|        | By:                                    | */s/ Fabian G. Deneault*                |   | Dated: August 19, 2020 |
|   |                                   | Fabian G. Deneault                      |   |   |
|   |                                   | President (Principal Executive Officer) |   |   |
|   |                                   |                                    |   |   |

 

      

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