The following discussion and analysis of our results of operations and financial condition for fiscal years ended December 31, 2020 and 2019, should be read in conjunction with our financial statements and the related notes and the other financial information that are included elsewhere in this Annual Report. This discussion includes forward-looking statements based upon current expectations that involve risks and uncertainties, such as our plans, objectives, expectations, and intentions. Forward-looking statements are statements not based on historical information and which relate to future operations, strategies, financial results, or other developments. Forward-looking statements are based upon estimates, forecasts, and assumptions that are inherently subject to significant business, economic, and competitive uncertainties and contingencies, many of which are beyond our control and many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward-looking statements. Actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of a number of factors, including those set forth under the Risk Factors, Special Note Regarding Forward-Looking Statements, and Business sections in this Annual Report. We use words such as "anticipate," "estimate," "plan," "project," "continuing," "ongoing," "expect," "believe," "intend," "may," "will," "should," "could," and similar expressions to identify forward-looking statements.





Overview


At the present time, the Registrant's only incoming operating revenues are from certain of its music recording distribution activities, but these revenues are not sufficient to cover the Registrant's ongoing operating costs, and the Registrant has no other existing resources from which to fund its operating costs. To date, the excess of operating costs over revenues has been funded by a $134,000 note payable (in 3 installments through May 15, 2021) from a third party, other loan advances from third parties in excess of $200,000, accounts payable of the Registrant of more than approximately $125,000, and personal advances from CEO Stephen Brown in excess of $295,000. As previously reported, the Registrant recently reduced by $250,000 the amount owed to Mr. Brown through the issuance of shares of the Registrant's common stock.

The Registrant is in the process of a receiving a payment of approximately $390,000 net to the Registrant from its music distribution activities through December 31, 2021, but the $134,000 note payable, the $200,000 of loan advances from third parties, and the Registrant's account payables alone exceed this amount - without considering the Registrant's continuing monthly operating costs of $85,000 to $95,000 and the additional expenditures for the activities described above. The Registrant's music distribution activities to date indicate that an additional payment for these activities will be made to the Registrant approximately in the first week of August 2021. At the present time, the Registrant's account with the music distribution entity shows a net amount to the Registrant of approximately $350,000, and that additional accruals from April through June 30, 2021 will increase the expected net amount of the early August payment.

In order to obtain funds to cover a portion of the past operating deficit, the Registrant raised approximately $260,000 through a private placement of approximately 13 million units, with each unit consisting of one share of common stock and one warrant, at a price of $.02 per unit. Each warrant is exercisable at a price of $.10 per share for a period of two years. The Company is no longer offering any shares or warrants pursuant to the private placement. The amounts owed by the Registrant, as described in the two preceding paragraphs, is calculated after application of this $260,000 to the Registrant's obligations.





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At the present time, the Registrant does not have sufficient financial resources to fully pursue its business plan. The Registrant is in discussions with at least one possible source of additional funding, but it has no binding commitments, and there is no assurance that it will be able to obtain additional funding. Any such additional funding, of which there is no assurance, is anticipated to be through the issuance of additional equity securities or debt instruments. If the Registrant is able to obtain funding, of which there is no assurance, it is anticipated that such funding would have a significantly dilutive effect on the existing capital structure of the Company. Such dilution also would be expected to have a significant adverse effect on any trading market for the Registrant's common stock.





Results of Operations


The following discussion and analysis should be read in conjunction with our company's audited financial statements for the years ended December 31, 2020 and 2019 and accompanying notes appended thereto that are included in this quarterly report.

For the Years Ended December 31, 2020 and 2019





Our operating results for the years ended December 31, 2020 and 2019, are as
follows:



                           Years Ended
                          December 31,
                       2020          2019         Changes ($)
Revenues             $   2,557     $   2,557     $           -
Operating expenses     422,535       855,353          (432,818 )
Interest expense         9,656        37,091           (27,435 )
Net loss             $ 429,634     $ 889,887     $    (460,253 )

Revenues are related to the Licensing Agreement dated November 1, 2016. The onetime nonrefundable fee and the set up and training fees are being recognized over the life of agreement, which terminates on December 1, 2021.





Operating Expenses


For the year ended December 31, 2020, operating expenses were $387,500 for related party compensation expenses, $24,130 for professional fees, and $10,905 for office expenses.

For the year ended December 31, 2019, operating expenses were $450,000 for related party compensation expenses, $350,000 for impairment of assets, $49,488 for professional fees, and $5,865 for office expenses.





Other Expenses


For the years ended December 31, 2020 and 2019, other expenses were $8,961 and $12,786 for interest on loans and convertible notes, respectively and $695 and $24,305 for amortization discount on convertible note, respectively.





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Liquidity and Capital Resources

The following table provides selected financial data about our company as of December 31, 2020 and 2019, respectively:





Working Capital



                                December 31       December 31,
                                   2020               2019
Cash                           $         358     $          214

Current Assets                           358                214
Current Liabilities                  492,597            837,819
Working Capital (Deficiency)   $    (492,239 )   $     (837,605 )




Cash Flows



                                                    Year Ended
                                                   December 31,
                                                2020          2019         Changes ($)

Cash Flows used in Operating Activities $ (28,640 ) $ (54,672 ) $ 26,032 Cash Flows provided by Financing Activities 28,784 54,672

           (25,888 )
Net Change in Cash During Period              $     144     $       -     $         144




As of December 31, 2020, and 2019, our current assets were $358 and $214, respectively, solely from cash.

As of December 31, 2020, our current liabilities and working capital deficiency decreased as compared to December 31, 2019, primarily due to the forgiveness of accrued related party compensation.

As of December 31, 2020, current liabilities consisted of $350,000 to liabilities to be settled in stock, $91,240 to convertible notes payable, $16,204 to loan payable, $12,450 due to related party, $20,358 to accounts payable and accrued liabilities and $2,345 to deferred revenue.

As of December 31, 2019, our current liabilities consisted of $350,000 to liabilities to be settled in stock, $337,500 to accrued compensation related party, $90,545 to convertible notes, $38,757 to loan payable, $2,781 due to related party, $13,334 to accounts payable and accrued liabilities and $4,902 to deferred revenue.





Operating Activities



During the year ended December 31, 2020, net cash used in operating activities was $28,640, compared to $54,672 for the year ended December 31, 2019.

The net cash used in operating activities for the year ended December 31, 2020 was attributed to a net loss of $429,634, decreased by amortization of discount on convertible note of $695, and a change in an accrued related party compensation of $387,500, accounts payable and accrued liabilities of $5,687 and due to related party of $9,669, and increased by a change in deferred revenue of $2,557.

The net cash used in operating activities for the year ended December 31, 2019 was attributed to a net loss of $889,887, decreased by amortization of discount on convertible note of $24,305, loss on impairment of assets of $350,000, and a change in an accrued related party compensation of $450,000 and accounts payable and accrued liabilities of $13,467 and increased by a deferred revenue of $2,557.





Investing Activities



The Company did not use any funds for investing activities during the years ended December 31, 2020 and 2019.





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Financing Activities


During the year ended December 31, 2020, net cash provided by financing activities was $28,784, compared to $54,672 for the year ended December 31, 2019. During the year ended December 31, 2020, the Company received $28,784 from a loan and $50,000 from issuance of common stock and used $50,000 in repayments to related party loans. During the year ended December 31, 2019, the Company received $54,672 from a loan.

Off-Balance Sheet Arrangements

As of December 31, 2020, the Company had no material off-balance sheet arrangements.

Critical Accounting Policies

The discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with the accounting principles generally accepted in the United States of America. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financial statements.





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 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. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith estimates and judgments.

Recent Accounting Pronouncements

The Company has considered all recent accounting pronouncements issued and determined that the adoption of these pronouncements would not have a material effect on the financial position, results of operations or cash flows of the Company.

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