IFLM Independent Film Development Corporation (CE)

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

_X_	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the Quarterly Period Ended June 30, 2015
____	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the Transition Period From                          to                        

 

 

INDEPENDENT FILM DEVELOPMENT CORPORATION

(Name of small business issuer specified in its charter)

 

Nevada	56-2676759
(State or other jurisdiction of	(I.R.S. Employer Identification No.)
incorporation or organization)
2372 Morse Ave., Suite 413 Irvine, CA 92614	92614
(Address of principal executive offices)	(Zip Code)
Registrant’s telephone number, including area code: (310) 295-1711   (Former address of principle offices)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:   Yes  x       No  ¨

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.)  Yes x   No ¨   

 

Indicate by check mark whether the registrant is a large accelerated filer, a non–accelerated filer, or a smaller reporting company.   See definitions of large accelerated filer, accelerated filer and smaller reporting company in Section 12b-2 of the Exchange Act.

 

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	¨	Smaller reporting company	x

 

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

 

As of August 14, 2015, the issuer had 1,000,788,523 shares of common stock outstanding.

 

Transitional Small Business Disclosure Format:    Yes    ¨      No   x

 

 

 

 

 

 

Independent Film Development Corporation

FORM 10-Q

For the Quarterly Period Ended June 30, 2015

INDEX

  

PART I	Financial Information	4
Item 1.	Condensed Financial Statements (unaudited)	4
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	19
Item 4.	Controls and Procedures	19
PART II	Other Information	19
Item 1.	Legal Proceedings	19
Item 1A.	Risk Factors	20
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	20
Item 3.	Defaults Upon Senior Securities	20
Item 4.	Mine Safety Disclosures	20
Item 5.	Other Information	20
Item 6.	Exhibits	21
Signatures		22

  

 

 

 

 

 

 

 

 

 

 

 

 

PART I – FINANCIAL INFORMATION

 

TABLE OF CONTENTS

 

 

Condensed Balance Sheets as of June 30, 2015 and September 30, 2014 (unaudited)	5
Condensed Statements of Operations for the three and nine months ended June 30, 2015 and 2014 (unaudited)	6
Condensed Statements of Cash Flows for the nine months ended June 30, 2015 and 2014 (unaudited)	7
Condensed Notes to the Financial Statements (unaudited)	8

 

 

 

 

 

 

 

 

 

 

 

Independent Film Development Corporation
Condensed Balance Sheets
			June 30, 2015				September 30, 2014
ASSETS			(unaudited)
Cash		$	34			$	13,855
Restricted cash			—				68,125
Other current assets			2,500				33,375
Total Assets		$	2,534			$	115,355
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities:
Accounts payable and other accruals		$	82,818			$	158,299
Accrued officer compensation			665,726				634,700
Accrued interest and penalties			348,123				326,035
Advances from officers			—				8,687
Notes payable			23,237				18,550
Derivative liability			137,351				183,648
Convertible notes (net of discount of $0 and $92,354, respectively)			157,185				86,146
Convertible debentures in default			86,050				86,050
Total Liabilities			1,500,490				1,502,115
Stockholders' Equity (Deficit):
Preferred Stock, $.0001 par value, 10,000,000    shares authorized, none issued and outstanding			—				—
Series A Preferred Stock, $.0001 par value, 5,000,000   shares authorized, 5,000,000 and 0 issued and outstanding, respectively			500				—
Series AA Preferred Stock, $.0001 par value, 10 shares authorized 10 and 0 issued and outstanding, respectively			—				—
Series B Preferred Stock, $.0001 par value, 10,000,000    shares authorized, 57,298 and 0 issued and outstanding, respectively			6				—
Common stock, $.00001 par value, 2,000,000,000 shares authorized, 788,523 and 37,717 issued and outstanding, respectively			8				—
Additional paid in capital			8,860,647				5,424,017
Common stock payable			38,000				38,000
Accumulated deficit			(10,397,117	)			(6,848,777	)
Total Stockholders' Equity (Deficit)			(1,497,956	)			(1,386,760	)
Total Liabilities and Stockholders' Equity  (Deficit)		$	2,534			$	115,355
The accompanying notes are an integral part of these condensed financial statements.

 

 

Independent Film Development Corporation Condensed Statements of Operations (unaudited)
		For the Three Months Ended								For the Nine Months Ended
		June 30,								June 30,
		2015				2014				2015				2014
Revenue		$	—			$	—			$	—			$	—
Operating Expenses:
Officer compensation			142,000				92,775				373,001				290,125
Professional fees			6,445				18,359				30,281				42,162
General and administrative			13,067				19,718				27,887				208,624
Total operating expenses			161,512				130,852				431,169				540,911
Loss from operations			(161,512	)			(130,852	)			(431,169	)			(540,911	)
Other income and (expense):
Gain (loss) on derivative liability			10,285				1,591				(12,503	)			181,522
Gain on extinguishment of debt			45,000				—				45,000				1,360,227
Gain (loss) on settlement of debt			134,250				—				(2,973,250	)
Penalty expense			—				—				(31,875	)			(118,000	)
Amortization of debt discount			(37,123	)			—				(115,979	)			—
Interest expense			(11,185	)			(37,335	)			(28,564	)			(92,068	)
Total other income (expense)			141,227				(35,744	)			(3,117,171	)			1,331,681
Gain (loss) before provision for income taxes			141,227				(35,744	)			(3,117,171	)			1,331,681
Provision for income taxes			—				—				—				—
Net income (loss)		$	(20,285	)		$	(166,596	)		$	(3,548,340	)		$	790,770
Income (loss) per share:
Diluted		$	—			$	—			$	—			$	22.57
Basic		$	(0.03	)		$	(4.71	)		$	(11.76	)		$	24.89
Weighted average shares:
Outstanding diluted			—				—				—				35,042
Outstanding basic			711,906				35,385				301,664				31,775

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

 

 

Independent Film Development Corporation
Condensed Statements of Cash Flows (unaudited)
		For the Nine Months Ended
		June 30,
		2015				2014
Cash flows from operating activities:
Net income (loss)		$	(3,548,340	)		$	790,770
Adjustments to reconcile net (loss) to total cash used in operations:
Preferred stock for compensation			167,676				49,300
Common stock for compensation			2,000				132,770
Common stock for other services			—				—
(Gain) loss on derivative liability			12,503				(181,522	)
(Gain) loss on extinguishment of debt			2,973,250				(1,360,227	)
(Gain) from settlement of accounts payable			(45,000	)			—
Debt discount amortization			115,979				38,379
Change in assets and liabilities:							—
Decrease in other assets			33,375				(13,242	)
Increase (decrease) in accounts payable & accruals			4,519				51,189
Increase in accrued interest and penalties			26,776				171,604
Accrued interest, related party							(854	)
Increase in accrued compensation			147,276				161,098
Net cash used in operating activities			(109,986	)			(160,735	)
Cash flows from investing activities
Cash paid for investment			(2,500	)			—
Net cash used in investing activities			(2,500	)			—
Cash flows from financing activities:
Cash payments, related party			—				(4,210	)
Cash received from notes payable			35,125				165,000
Contributed capital			—				70,000
Payment on convertible notes			(7,585	)			—
Payments to officers			—				(6,730	)
Proceeds from the sale of common stock			3,000				24,000
Net cash provided by financing activities			30,540				248,060
Net increase (decrease) in cash			(81,946	)			87,325
Cash at beginning of period			81,980				2,713
Cash at end of period		$	34			$	90,038
Cash paid for:
Interest		$	—			$	770
Taxes		$	—			$	—
Supplemental disclosure of non-cash activities
Common stock issued for accounts payable and accrued interest		$	39,688			$	—
Debt discount on convertible notes payable		$	23,625			$	148,826
Common stock issued for stock payable		$	—			$	646,010
Common stock issued for conversion of debt		$	52,855			$	—
Common stock issued for conversion of debt to related parties		$	—			$	70,000
Preferred stock issued for accrued salary		$	101,250			$	—
Settlement of derivative liability		$	58,800			$	450,282

 

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

Independent Film Development Corporation

Notes to Condensed Financial Statements

June 30, 2015

(Unaudited)

 

 

NOTE 1: HISTORY OF OPERATIONS

 

Business Activity

 

Independent Film Development Corporation was incorporated in the State of Nevada on September 14, 2007. The Company’s plan of operations seeks to acquire real estate assets primarily, but not exclusively, in the hospitality space, which present value creation potential due to the complexity or illiquidity of their existing ownership and / or capital structure. In such situations, IFLM will seek to actively work through the complexities, gain control of the asset, actively manage, recapitalize and thereby create value. For those assets lying outside of the hospitality space, IFLM will sell the assets at a price which realizes that value created. Additionally, should any opportunities for content creation/distribution projects present themselves, IFLM will pursue those that align with the company’s strategic vision.

 

On February 6, 2014, the Company created two new subsidiaries, the IFLM LA Realty Fund, LLC and the Hilltop Manor Fund, LLC. Subsequently neither LLC was utilized and has since been discontinued.

  

NOTE 2: SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

The Company’s unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).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 and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These financial statements should be read in conjunction with the audited financial statements and footnotes for the year ended September 30, 2014 included on the Company’s Form 10-K. The results of the nine months ended June 30, 2015 are not necessarily indicative of the results to be expected for the full year ending September 30, 2015.

 

Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company's system of internal accounting control is designed to assure, among other items, that 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial  statements  which present  fairly  the  financial  condition,  results  of  operations  and  cash  flows  of  the Company for the respective periods being presented.

 

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. There were no cash equivalents as of June 30, 2015 and September 30, 2014.

  

Restricted Cash

The Company presents cash balances that are for a specific purpose and therefore not available for immediate and general use by the Company, separately on the balance sheet as restricted cash. As of June 30, 2015 and September 30, 2014, the Company had set aside $0 and $68,125, respectively to be used in its IFLM Realty Prime Opportunity Fund.

 

Stock Based Compensation

We account for equity instruments issued in exchange for the receipt of goods or services from non-employees. Costs are measured at the fair market value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earlier of the date on which there first exists a firm commitment for performance by the provider of goods or services or on the date performance is complete. The Company recognizes the fair value of the equity instruments issued that result in an asset or expense being recorded by the Company, in the same period(s) and in the same manner, as if the Company has paid cash for the goods or services.

The Company accounts for equity based transactions with non-employees under the provisions of ASC Topic No. 505-50, “Equity-Based Payments to Non-Employees” (“Topic No. 505-50”). Topic No. 505-50 establishes that equity-based payment transactions with non-employees shall be measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The fair value of common stock issued for payments to non-employees is measured at the market price on the date of grant. The fair value of equity instruments, other than common stock, is estimated using the Black-Scholes option valuation model. In general, the Company recognizes an asset or expense in the same manner as if it was to pay cash for the goods or services instead of paying with or using the equity instrument.

 

The Company accounts for employee stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation - Stock Compensation which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their fair values.  The fair value of the equity instrument is charged directly to compensation expense and credited to additional paid-in capital over the period during which services are rendered. There has been no stock-based compensation issued to employees.

 

Use of Estimates

 

The presentation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates.

 

Fair Value of Financial Instruments

 

The carrying amount of cash, notes receivable, accounts payable, accrued liabilities and notes payable, as applicable, approximates fair value due to the short-term nature of these items. The fair value of the related party notes payable cannot be determined because of the Company's affiliation with the parties with whom the agreements exist. The use of different assumptions or methodologies may have a material effect on the estimates of fair values.

ASC Topic 820, “Fair Value Measurements and Disclosures,” requires disclosure of the fair value of financial instruments held by the Company. ASC Topic 825, “Financial Instruments,” defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures.  The carrying amounts reported in the balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The three levels of valuation hierarchy are defined as follows:

· Level 1:  Observable inputs such as quoted prices in active markets;

 

· Level 2:  Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

 

· Level 3:  Unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

  

The following table presents assets and liabilities that are measured and recognized at fair value as of June 30, 2015 and September 30, 2014 on a recurring basis:

 

June 30, 2015

Description				Level 1				Level 2				Level 3				Total Fair Value
	Derivative				—				—				(137,351	)			(137,351	)
	Total			$	—			$	—			$	(137,351	)		$	(137,351	)

September 30, 2014

 

Description				Level 1				Level 2				Level 3				Total Fair Value
	Derivative				—				—				(183,648	)			(183,648	)
	Total			$	—			$	—			$	(183,648	)		$	(183,648	)

 

 

Income Taxes

 

Accounting Standards Codification Topic No. 740 “Income Taxes” (ASC 740) requires the asset and liability method of accounting be used for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

 

In June 2006, the FASB interpreted its standard for accounting for uncertainty in income taxes, an interpretation of accounting for income taxes.  This interpretation clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements in accordance the minimum recognition threshold and measurement attributable to a tax position taken on a tax return is required to be met before being recognized in the financial statements. The FASB’s interpretation had no material impact on the Company’s financial statements for the quarter ended June 30, 2015.

 

Derivative Liabilities

 

The Company records the fair value of its derivative financial instruments in accordance with ASC815, Derivatives and Hedging. The fair value of the derivatives was calculated using a multi-nominal lattice model performed by an independent qualified business valuator. The fair value of the derivative liability is revalued on each balance sheet date with corresponding gains and losses recorded in the consolidated statement of operations

 

Derivative financial instruments should be recorded as liabilities in the balance sheet and measured at fair value. For purposes of the Company’s financial statements fair value was used as the basis for formulating an analysis which has been defined by the Financial Accounting Standards Board (“FASB”) as “the amount for which an asset (or liability) could be exchanged in a current transaction between knowledgeable, unrelated willing parties when neither party is acting under compulsion”. The FASB has provided guidance that its definition of fair value is consistent with the definition of fair market value in IRS Rev. Rule 59-60. In determining the fair value of the derivatives it was assumed that the Company’s business would be conducted as a going concern. These derivative liabilities will need to be marked-to-market each quarter with the change in fair value recorded in the income statement.

 

 

 

Earnings (Loss) Per Share

 

Basic earnings (loss) per share are computed by dividing the net income (loss) by the weighted-average number of shares of common stock and common stock equivalents (primarily outstanding options and warrants). Common stock equivalents represent the dilutive effect of the assumed exercise of the outstanding stock options and warrants, using the treasury stock method. The calculation of fully diluted earnings (loss) per share assumes the dilutive effect of the exercise of outstanding options and warrants at either the beginning of the respective period presented or the date of issuance, whichever is later. The Company has no outstanding options or warrants. Potentially dilutive shares were excluded from the computation as of June 30, 2015 as they would have been anti-dilutive.

 

Recent Accounting Pronouncements

 

In August 2014, the FASB issued Accounting Standards Update “ASU” 2014-15 on “Presentation of Financial Statements Going Concern (Subtopic 205-40) – Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. Currently, there is no guidance in U.S. GAAP about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern or to provide related footnote disclosures. The amendments in this Update provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The amendments in this Update are effective for public and nonpublic entities for annual periods ending after December 15, 2016. Early adoption is permitted.

 

The Company has implemented all new accounting pronouncements that are in effect.  These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued, that might have a material impact on its financial position or results of operations.

 

NOTE 3: GOING CONCERN

The accompanying unaudited financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. The Company has generated minimal revenue and has an accumulated deficit of $10,397,117 and has funded its operations primarily through the issuance short term debt and equity. This matter raises substantial doubt about the Company's ability to continue as a going concern.

These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Accordingly, the Company’s ability to accomplish its business strategy and to ultimately achieve profitable operations is dependent upon its ability to obtain additional debt or equity financing. Management plans to take the following steps that it believes will be sufficient to provide the Company with the ability to continue in existence.

 

Management intends to raise financing through private equity financing or other means and interests that it deems necessary. There can be no assurance that the Company will be successful in its endeavor.

 

NOTE 4: CONVERTIBLE DEBENTURES

 

On April 9, 2012, the Company entered into a $100,000 convertible debenture with Neil Linder. The debenture accrued interest of 12% and matured on April 9, 2013. Mr. Linder has the right to convert all or a portion of the principal into shares of common stock at a conversion price equal to the lesser of fifty percent (50%) of the average of the closing bid price of common stock during the five trading days immediately preceding the conversion date, or fifty percent (50%) of the closing bid price of the Common Stock on the date of issuance as quoted by Bloomberg, LP. Pursuant to the terms of this debenture, the holder shall not be entitled to convert a number of shares that would exceed 4.99% of the outstanding shares of the Company’s common stock. Based on the initial valuation the Company has recorded a debt discount of $49,532, $15,994 of which was amortized in the fiscal year ended September 30, 2012 with the remaining $33,538 amortized the fiscal year ended September 30, 2013. During the fiscal year ending September 30, 2013, $13,950 of the $100,000 debenture was converted into 821 shares of common stock. This conversion was converted within the terms of the agreement. On March 30, 2015, $4,000 of accrued interest was converted into 1,600 shares of common stock. As of June 30, 2015 $86,050 of the principal face value of the Debenture remains outstanding. In addition, as a consequence of the triggering of the default provision of the debenture the interest on the debenture has been instated at a rate of 18% effective as of the date of issuance, a $1,000 per business day penalty was being imposed for failure to execute a conversion in a timely manner, and an additional accrual of $112,509 was accounted for as a result of a provision requiring additional funds due in the event that a “default payment” is made by the Company.

  

NOTE 5: CONVERTIBLE NOTES PAYABLE

 

On January 29, 2014, the Company issued a Convertible Promissory Note to Asher Enterprises, Inc. in the amount of $37,500. The note bears interest at a rate of 8% per annum, is unsecured and matured on October 31, 2014. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $21,326, all of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0065 and the conversion price of $0.0039. The intrinsic value was $21,326. As of September 30, 2014, $24,000 of principal was converted into 2,322 shares of common stock. On October 29, 2014, $5,915 of principal was converted into 1,820 shares of common stock and the remaining $9,374 of principal and interest was repaid. Due to the conversion within the terms of the agreement, no gain or loss was recognized.

 

On March 11, 2014, the Company issued a Convertible Promissory Note to Asher Enterprises, Inc. in the amount of $42,500. The note originally bears interest at a rate of 8% per annum but was increased to 22% on the maturity date. It is unsecured and matured on December 17, 2014. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $42,500, all of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0123 and the conversion price of $0.003. The intrinsic value was $130,826; however the discount is limited to the amount of the loan. On November 11, 2014, $5,915 of principal was converted into 1,820 shares of common stock. On May 20, 2015, $23,525 of principal was converted into 34,852 shares of common stock. Due to the conversion within the terms of the agreement, no gain or loss was recognized. On June 30, 2015, the fair value of the derivative was calculated using a multi-nominal lattice model. On March 18, 2015, this note was assigned to Jabro Funding Corp. As of June 30, 2015, there is $13,060 of principal and $6,382 of accrued interest on this note. This note is currently past due.

 

 

On April 28, 2014, the Company issued a Convertible Promissory Note to KBM Worldwide, Inc. in the amount of $37,500. The note bears interest at a rate of 8% per annum but was increased to 22% on the maturity date, is unsecured and matured on January 30, 2015. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $37,500, all of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.015 and the conversion price of $0.00406. The intrinsic value was $101,047; however the discount is limited to the amount of the loan. On June 30, 2015, the fair value of the derivative was calculated using a multi-nominal lattice model. As of June 30, 2015, there is $5,550 of accrued interest on this note. This note is currently past due.

 

On June 25, 2014, the Company issued a Convertible Promissory Note to LG Capital Funding, LLC, in the amount of $47,500. The note bears interest at a rate of 8% per annum, is unsecured and matures on June 25, 2015. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount of the lowest trading price in the 20-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $47,500, $36,699 of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.011 and the conversion price of $0.0035. The intrinsic value was $102,644; however the discount is limited to the amount of the loan. On April 16, 2015, $1,500 of principal and $97 of interest was converted into 3,060,000 shares of common stock. On May 28, 2015, $8,000 of principal and $591 of interest was converted into 29,624 shares of common stock. Due to the conversion within the terms of the agreement, no gain or loss was recognized. On June 30, 2015, the fair value of the derivative was calculated using a multi-nominal lattice model. As of June 30, 2015, there is $38,000 and $2,925 of principal and accrued interest on this note.

 

On July 17, 2014, the Company issued a Convertible Promissory Note to KBM Worldwide, Inc. in the amount of $37,500. The note bears interest at a rate of 8% per annum, is unsecured and matures on April 21, 2015. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $37,500, $22,662 of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0114 and the conversion price of $0.00518. The intrinsic value was $45,008; however the discount is limited to the amount of the loan. On June 30, 2015, the fair value of the derivative was calculated using a multi-nominal lattice model. As of June 30, 2015, there is $4,169 of accrued interest on this note.

 

A summary of the activity of the derivative liability for the notes above is as follows:

 

Balance at September 30, 2014		$	183,648
Decrease in derivative due to extinguishment of debt			(7,560	)
Decrease in derivative due to conversion of debt			(51,240	)
Increase to derivative due to new issuances			135,533
Derivative gain due to mark to market adjustment			(123,030	)
Balance at June 30, 2015		$	137,351

  

On March 19, 2015, the Company executed a convertible promissory note for $7,500 with John D Thomas in exchange for legal services. The note is unsecured, accrued interest at 10% and is due on demand. The Note is convertible into common stock at $.00001 per share. As of June 30, 2015, this note has accrued interest of $212.

 

On May 18, 2015, the Company executed a convertible promissory note for $17,700 with Syndicate Consulting, Inc. The note is unsecured, accrued interest at 10% and is due on demand. The Note is convertible into common stock at $.00005 per share. As a result of the conversion feature the Company has recorded a debt discount of $17,700 all of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0007 and the conversion price of $0.00005. The intrinsic value was limited to the amount of the loan. As of June 30, 2015, this note has accrued interest of $212.

 

 

On May 20, 2015, the Company executed a convertible promissory note for $5,925 with Syndicate Consulting, Inc. The note is unsecured, accrued interest at 10% and is due on demand. The Note is convertible into common stock at $.00005 per share. As a result of the conversion feature the Company has recorded a debt discount of $17,700 all of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0003 and the conversion price of $0.00005. The intrinsic value was limited to the amount of the loan. As of June 30, 2015, this note has accrued interest of $67.

 

NOTE 6: RELATED PARTY TRANSACTIONS

 

On May 8, 2015, the Company executed a promissory note for $4,000 with Pat Ritchie, the mother of CEO, Jeff Ritchie. The loan is unsecured, accrues interest at 10% and is due within one year.

 

NOTE 7: COMMON STOCK TRANSACTIONS

 

On October 29, 2014, the Company issued 1,820 shares of common stock to Asher Enterprises, Inc. in conversion of $5,915 of principal due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized.

 

On November 11, 2014, the Company issued 1,820 shares of common stock to Asher Enterprises, Inc. for conversion of $5,915 of principal due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized.

 

On November 12, 2014, the Company issued 2,800 shares of common stock to a service provider in conversion of $35,000 of accounts payable for services rendered in a prior period. The shares were valued based on the closing price of the common stock on the date of grant.

 

On November 25, 2014, the Company sold 1,200 shares of common stock for total proceeds of $3,000.

 

Effective February 11, 2015, the Company restated its Articles of Incorporation in which it changed the par value of the Company’s common stock from $0.0001 to $0.00001 and increased the authorized shares of common stock to 2,000,000,000. The value of the common stock and additional paid in capital accounts have been retroactively adjusted for the change in par value.

 

On March 2, 2015, the Company issued 400 shares of common stock to Rachel Boulds, CFO for services. The shares were valued based on the closing price of the common stock on the date of grant for a total non-cash expense of $2,000.

 

On March 2, 2015, the Company issued 600,000 shares of common stock to Jeff Ritchie, Interim CEO for conversion of $15,000 of accrued salary. The shares were valued based on the closing price of the common stock on the date of grant which resulted in a loss on conversion of $2,985,000.

 

On March 2, 2015, the Company issued 25,000 shares of common stock to DTS Partners, LLC, for conversion of $2,500 of principal due to them. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in a loss on conversion of $122,500.

 

On March 30, 2015, the Company issued 1,600 shares of common stock to Neil Linder, for conversion of $4,000 of accrued interest due to him. Due to the conversion within the terms of the agreement, no gain or loss was recognized.

 

On April 16, 2015, the Company issued 1,224 shares of common stock to LG Capital Funding in conversion of $1,500 of principal and $97 of interest due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized.

 

On May 28, 2015, the Company issued 29,624 shares of common stock to LG Capital Funding in conversion of $8,000 of principal and $591 of interest due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized.

 

On May 13, 2015, the Company issued 25,000 shares of common stock to DTS Partners, LLC for conversion of $2,500 of principal due to them. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in a loss on conversion of $28,750.

 

On May 20, 2015, the Company issued 34,852 shares of common stock to Jabro Funding Corp in conversion of $23,525 of principal due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized.

 

 

 

On May 21, 2015, the Company issued 26,667 shares of common stock to JT Sands Corp. for conversion of $2,000 of principal due to them. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in a loss on conversion of $18,000.

  

On May 28, 2015, the Company issued 29,624 shares of common stock to LG Capital Funding in conversion of $8,000 of principal and $591 of interest due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized.

 

On June 2, 2015, the Company issued 40,000 shares of common stock to an individual for conversion of $1,000 of principal due to them. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in a loss on conversion of $19,000.

 

Effective July 1, 2015, the Company approved a 2,500 for 1 reverse stock split. All shares throughout these financial statements and Form 10-Q have been retroactively restated for the reverse.

 

NOTE 8: PREFERRED STOCK

 

The Company is authorized to issue 15,000,010 preferred shares with a par value of $0.0001 per share.

 

On June 17, 2013, the Board of Directors designated a series of preferred stock titled Series A Preferred Stock consisting of 5,000,000 shares. There is currently no market for the shares of Series A Preferred Stock and they cannot be converted into shares of common stock of the Company. The shares have super voting rights of 100 common shares for every one share of Series A. The Preferred Series A do not contain any rights to dividends; have no liquidation preference; are not to be amended without the holders approval. The company had a valuation completed and as a result expensed the value of the Preferred A during the quarter at a value of $79,000.

 

On December 1, 2014, the Company issued 5,000,000 shares of Series A Preferred stock to Jeff Ritchie, COO for services rendered.

 

On March 26, 2015, the Board of Directors designated a series of preferred stock titled Series B Preferred Stock consisting of 10,000,000 shares. There is currently no market for the shares of Series B Preferred Stock. They can be converted into shares of common stock of the Company at par value ($.0001) and are priced at $2.50 per share. The Series B have voting rights of 10 votes per share, are entitled to dividends if declared and have liquidation preference to stock below it.

 

On April 1, 2015, the Company declared a preferred stock dividend of one share of Series B preferred stock for every 100,000 shares of common stock, resulting in the issuance of 16,798 shares of Series B preferred stock.

 

On June 11, 2015, the Company issued 40,500 shares of Series B preferred stock to officers in conversion of $101,246 of accrued compensation.

 

On February 18, 2015, the Board of Directors designated a series of preferred stock titled Series AA Preferred Stock consisting of 10 shares. The shares are convertible into the number of shares of common stock equal to four times the sum of the total number of common stock issued and the total number of Series B issued. The Preferred Series AA do not contain any rights to dividends; have no liquidation preference and are not to be amended without the holders approval.

 

On June 30, 2015, the Company issued 10 shares of Series AA preferred stock to its Jeff Ritchie, CEO. The company had a valuation completed resulting in non-cash compensation expense of $88,676.

  

NOTE 9: SUBSEQUENT EVENTS

 

The Company has performed an evaluation of subsequent events in accordance with ASC Topic 855. The Company is not aware of any subsequent events which would require recognition or disclosure in the financial statements other than the following.

 

 

 

Effective July 1, 2015, the Company approved a 2,500 for 1 reverse stock split. All shares throughout these financial statements and Form 10-Q have been retroactively restated for the reverse.

 

Effective July 21, 2015, Rachel Boulds resigned as Chief Financial Officer of Independent Film Development Corporation. Jeff Ritchie, the current Interim Chief Executive Officer was appointed as the Chief Executive Officer and the Chief Financial Officer until an appropriate replacement for Ms. Boulds can be found.

 

On July 29, 2015, the Company issued 1,000,000,000 shares of common stock to its CEO in conversion of of $20,000 of accrued compensation.

 

 

 

 

Item 2:  Management’s Discussion and Analysis or Plan of Operation

 

The following discussion of our financial condition and results of operations should be read in conjunction with the financial statements and related notes to the financial statements included elsewhere in this filing as well as with Management’s Discussion and Analysis or Plan of Operations contained in the Company’s Report on Form 10-K, for the year ended September 30, 2014, filed with the Securities and Exchange Commission.  

 

Forward Looking Statements

 

Certain matters discussed herein are forward-looking statements. Such forward-looking statements contained in this Form 10-K involve risks and uncertainties, including statements as to:

 

·     our future operating results;

·     our business prospects;

·     our contractual arrangements and relationships with third parties;

·     the dependence of our future success on the general economy;

·      our possible future financings; and

·      the adequacy of our cash resources and working capital.

 

These forward-looking statements can generally be identified as such because the context of the statement will include words such as we “believe,” “anticipate,” “expect,” “estimate” or words of similar meaning. Similarly, statements that describe our future plans, objectives or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties which are described in close proximity to such statements and which could cause actual results to differ materially from those anticipated. Shareholders, potential investors and other readers are urged to consider these factors in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included herein are only made as of the date of this Form 10-Q, and we undertake no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

  

Plan of Operations

 

The company’s plan of operations seeks to acquire real estate assets primarily, but not exclusively, in the hospitality space, which present value creation potential due to the complexity or illiquidity of their existing ownership and / or capital structure. In such situations, IFLM will seek to actively work through the complexities, gain control of the asset, actively manage, recapitalize and thereby create value. For those assets lying outside of the hospitality space, IFLM will sell the assets at a price which realizes that value created. For those assets lying within the hospitality space, IFLM will then leverage its film, entertainment and hospitality capabilities to transform the property into genre themed hotels and resorts. The final product will be a paradigm-shifting convergence of hospitality and entertainment, providing guests with a full immersion experience during their stay. Additionally, should any opportunities for content creation/distribution projects present themselves, IFLM will pursue those that align with the company’s strategic vision.

 

Real Estate Development

 

IFLM seeks to identify and develop to the full potential and highest and best use, properties for genre themed hotels and resorts. IFLM's target market for this real estate division is hotel resorts located within the U.S. IFLM will leverage its considerable talent and experience in real estate development and operations, and combine, it with its film and entertainment expertise to create themed hotels that are at the forefront of the convergence of entertainment and hospitality.

 

In addition, IFLM will identify and acquire other undervalued or distressed properties in highly attractive locations in the United States that may lie outside of the hospitality industry. These commercial and residential properties will be renovated or otherwise developed to maximize their potential returns for IFLM and its stakeholders on a short term and medium term basis.

 

Film and Video Library

 

IFLM possesses a small video and film library.

 

Employees

 

As of June 30, 2015, we employed a total of three management level personnel.  We may require additional employees in the future. There is intense competition for capable, experienced personnel and there is no assurance the Company will be able to obtain new qualified employees when required.   

 

 

The Company believes its relations with its employees are good.

 

Results of Operations – Three Months Ended June 30, 2015 as Compared to the Three Months Ended June 30, 2014

 

Operating Expenses

 

Professional fees for the three months ended June 30, 2015 were $6,455, as compared to $18,359 for the three months ended June 30, 2014, a decrease of $11,914 or 64.8%.  Professional fees mainly consist of legal, auditor and other fees associated with the Company’s quarterly filings and year end audit.

 

Officer compensation expense for the three months ended June 30, 2015 increased $49,225 or 53% to $142,000, as compared to $92,775 for the three months ended June 30, 2014.  The expense consists of cash payments, accrued salary and stock. In the current period our CEO received ten shares of Series AA preferred stock valued at $88,676 that was included in compensation expense.

 

General and administrative expense decreased $6,651 or 33.7% to $13,067 for the three months ended June 30, 2015 from $19,718 for the three months ended June 30, 2014. The decrease in the current period can be attributed to a decrease in rent and other office expense.

 

Other Income/Expenses

 

Total other income/expense increased from a loss of $35,744 for the three months ended June 30, 2014 to a gain of $141,227 for the three months ended June 30, 2015. In the current year we recognized a $45,000 gain on the extinguishment of debt, a $134,250 gain on settlement of debt and a gain on derivative of $10,285.

Net Income (Loss)

We recorded a net loss of $20,285 for the three months ended June 30, 2015, as compared to $166,596 for the three months ended June 30, 2014.  

Results of Operations – Nine Months Ended June 30, 2015 as Compared to the Nine Months Ended June 30, 2014

 

Operating Expenses

 

Professional fees for the nine months ended June 30, 2015 were $30,281, as compared to $42,162 for the nine months ended June 301, 2014, a decrease of $11,881.  Professional fees mainly consist of legal, auditor and other fees associated with the Company’s quarterly filings and year end audit.

 

Officer compensation expense for the nine months ended June 30, 2015 increased $82,867 or 28.5% to $373,001, as compared to $290,125 for the nine months ended June 30, 2014.  The expense consists of cash payments, accrued salary and stock. In the prior period we had additional compensation expense for an officer that is no longer with the Company as well as non-cash expense of $49,300 for the issuance of common stock for services. In the current period we has non cash stock compensation expense of $167,676.

 

General and administrative expense decreased $180,737 or 86.6% to $27,887 for the nine months ended June 30, 2015 from $208,624 for the nine months ended June 30, 2014. In the prior year we issued $165,500 of common stock for services.

 

Other Income/Expenses

 

Total other income/expense increased from a gain of $1,331,681 for the nine months ended June 30, 2014 to a loss of $3,117,171 for the nine months ended June 30, 2015. In the prior year we recognized a $1,360,227 gain on the extinguishment of debt, while in the current period we recognized a $2,973,250 loss on the settlement of debt.

Net Income (Loss)

We recorded a net loss of $3,548,340 for the nine months ended June 30, 2015, as compared to a net gain of $790,770 for the nine months ended June 30, 2014.  As discussed above the large swing from a net gain to a net loss is attributed to the loss on settlement of debt.

Liquidity and Capital Resources

At June 30, 2015, we had an accumulated deficit of $10,397,117 and a working capital deficit of $1,497,956. For the nine months ended June 30, 2015, net cash used in operating activities was $109,986.

 

On March 11, 2014, the Company issued a Convertible Promissory Note to Asher Enterprises, Inc. in the amount of $42,500. The note bears interest at a rate of 8% per annum, is unsecured and matured on December 17, 2014. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date On November 11, 2014, $5,915 of principal was converted into 1,820 shares of common stock. On May 20, 2015, $23,525 of principal was converted into 34,852 shares of common stock. On June 30, 2015, the fair value of the derivative was calculated using a multi-nominal lattice model. On March 18, 2015, this note was assigned to Jabro Funding Corp. As of June 30, 2015, there is $13,060 of principal and $6,382 of accrued interest on this note. This note is currently past due.

 

On April 28, 2014, the Company issued a Convertible Promissory Note to KBM Worldwide, Inc. in the amount of $37,500. The note bears interest at a rate of 8% per annum, is unsecured and matured on January 30, 2015. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As of June 30, 2015, there is $5,550 of accrued interest on this note. This note is currently past due.

 

On June 25, 2014, the Company issued a Convertible Promissory Note to LG Capital Funding, LLC, in the amount of $47,500. The note bears interest at a rate of 8% per annum, is unsecured and matures on June 25, 2015. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount of the lowest trading price in the 20-day trading price prior to the conversion date. On April 16, 2015, $1,500 of principal and $97 of interest was converted into 1,224 shares of common stock. On May 28, 2015, $8,000 of principal and $591 of interest was converted into 29,624 shares of common stock. On June 30, 2015, the fair value of the derivative was calculated using a multi-nominal lattice model. As of June 30, 2015, there is $38,000 and $2,925 of principal and accrued interest on this note.

 

On July 17, 2014, the Company issued a Convertible Promissory Note to KBM Worldwide, Inc. in the amount of $37,500. The note bears interest at a rate of 8% per annum, is unsecured and matures on April 21, 2015. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As of June 30, 2015, there is $4,169 of accrued interest on this note.

 

On March 19, 2015, the Company executed a convertible promissory note for $7,500 with John D Thomas in exchange for legal services. The note is unsecured, accrued interest at 10% and is due on demand. The Note is convertible into common stock at $.00001 per share. As of June 30, 2015, this note has accrued interest of $212.

 

On May 18, 2015, the Company executed a convertible promissory note for $17,700 with Syndicate Consulting, Inc. The note is unsecured, accrued interest at 10% and is due on demand. The Note is convertible into common stock at $.00005 per share. As of June 30, 2015, this note has accrued interest of $212.

 

On May 20, 2015, the Company executed a convertible promissory note for $5,925 with Syndicate Consulting, Inc. The note is unsecured, accrued interest at 10% and is due on demand. The Note is convertible into common stock at $.00005 per share. The intrinsic value was limited to the amount of the loan. As of June 30, 2015, this note has accrued interest of $67.

 

On May 8, 2015, the Company executed a promissory note for $4,000 with Pat Ritchie, the mother of CEO, Jeff Ritchie. The loan is unsecured, accrues interest at 10% and is due within one year.

 

Critical Accounting Estimates and Policies

 

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 the disclosure of contingent assets and liabilities of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Note 1 to the Financial Statements describes the significant accounting policies and methods used in the preparation of the Financial Statements. Estimates are used for, but not limited to, contingencies and taxes.  Actual results could differ materially from those estimates. The following critical accounting policies are impacted significantly by judgments, assumptions, and estimates used in the preparation of the Financial Statements.

 

 

We are subject to various loss contingencies arising in the ordinary course of business.  We consider the likelihood of loss or impairment of an asset or the incurrence of a liability, as well as our ability to reasonably estimate the amount of loss in determining loss contingencies.  An estimated loss contingency is accrued when management concludes that it is probable that an asset has been impaired or a liability has been incurred and the amount of the loss can be reasonably estimated.  We regularly evaluate current information available to us to determine whether such accruals should be adjusted.

 

We recognize deferred tax assets (future tax benefits) and liabilities for the expected future tax consequences of temporary differences between the book carrying amounts and the tax basis of assets and liabilities.  The deferred tax assets and liabilities represent the expected future tax return consequences of those differences, which are expected to be either deductible or taxable when the assets and liabilities are recovered or settled.  Future tax benefits have been fully offset by a 100% valuation allowance as management is unable to determine that it is more likely than not that this deferred tax asset will be realized.

 

Off-Balance Sheet Arrangements 

 

We have not entered into any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources and would be considered material to investors.

 

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

 

Not applicable to smaller reporting companies.

 

Item 4: Controls and Procedures

 

We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that are designed to be effective in providing reasonable assurance that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (the “SEC”), and that such information is accumulated and communicated to our management to allow timely decisions regarding required disclosure. Our Chief Executive Officer and Chief Financial Officer evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, they concluded that our disclosure controls and procedures were not effective for the quarterly period ended June 30, 2015.

 

In designing and evaluating disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute assurance of achieving the desired objectives. Also, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs.

 

Changes in Internal Controls

 

Our management, with the participation our Chief Executive Officer and Chief Financial Officer, performed an evaluation to determine whether any change in our internal controls over financial reporting occurred during the quarter ended June 30, 2015.  Based on that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that no change occurred in the Company's internal controls over financial reporting during the quarter ended June 30, 2015 that has materially affected, or is reasonably likely to materially affect, the Company's internal controls over financial reporting.

 

 

PART II – OTHER INFORMATION

 

Item 1. Legal Proceedings

 

There are not presently any material pending legal proceedings to which the Company is a party or as to which any of our property is subject, and no such proceedings are known to the Company to be threatened or contemplated against it.

 

 

 

Item 1A Risk Factors

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and, as such, are not required to provide the information under this Item.

 

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

 

On April 17, 2015, the Company issued 3,060,000 shares of common stock to LG Capital Funding in conversion of $1,500 of principal and $97 of interest due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized.

 

On April 27, 2015, the Company issued 74,059,482 shares of common stock to LG Capital Funding in conversion of $8,000 of principal and $591 of interest due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized.

 

On May 13, 2015, the Company issued 62,500,000 shares of common stock to DTS Partners, LLC for conversion of $2,500 of principal due to them. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in a loss on conversion of $28,750.

 

On May 21, 2015, the Company issued 66,666,666 shares of common stock to JT Sands Corp. for conversion of $2,000 of principal due to them. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in a loss on conversion of $18,000.

 

On May 21, 2015, the Company issued 87,129,630 shares of common stock to Jabro Funding Corp in conversion of $23,525 of principal due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized.

 

On June 2, 2015, the Company issued 100,000,000 shares of common stock to an individual for conversion of $1,000 of principal due to them. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in a loss on conversion of $19,000.

 

Item 3. Defaults Upon Senior Securities

 

None.

 

Item 4. Mine Safety Disclosures

 

None.

 

Item 5. Other Information

 

None.

 

  

Item 6. Exhibits

			Incorporated by reference
Exhibit	Exhibit Description	Filed herewith	Form	Period ending	Exhibit	Filing date
31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	X
31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	X
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	X
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Definition	X

 

*  Pursuant to Rule 406T of Regulation S-T, these interactive files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Act of 1934 and otherwise are not subject to liability.

 

 

 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: August 19, 2015		INDEPENDENT FILM DEVELOPMENT CORPORATION   BY: Jeff Ritchie  /s/ Jeff Ritchie Jeff Ritchie Chief Executive Officer, Chief Financial Officer & Director

 

 

 

 

Exhibit 31.1

 

 

Section 302 Certifications

 

 

I, Jeff Ritchie, hereby certify that:

(1) I have reviewed this quarterly report on Form 10-Q for the period ended June 30, 2015 (the “report”) of Independent Development Film Corporation;

(2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

(3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

(4) The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

(5) The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Dated: August 19, 2015	/s/ Jeff Ritchie Chief Executive Officer, Chief Financial Officer & Director

 

 

 

Exhibit 32.1

 

 

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

Pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), the undersigned officers of Independent Development Film Corporation. a Nevada corporation (the "Company"), does hereby certify, to the best of his knowledge, that:

 

1.     The Quarterly Report on Form 10-Q for the period ending June 30, 2015 (the "Report") of the Company complies in all material respects with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

 

2.     The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.  

 

Date: August 19, 2015		INDEPENDENT FILM DEVELOPMENT CORPORATION   BY:   Jeff Ritchie /s/ Jeff Ritchie Jeff Ritchie Chief Executive Officer, Chief Financial Officer & Director