UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1-SA
(Mark One)
☒
SEMIANNUAL REPORT PURSUANT TO REGULATION A
or
☐
SPECIAL FINANCIAL REPORT PURSUANT TO REGULATION A
For the fiscal semiannual period ended June
30, 2021
Starstream Entertainment, Inc. |
(Exact name of registrant as specified in its charter) |
Nevada
(State of other jurisdiction of incorporation or
organization)
1917 Bayview Drive
New Smyrna Beach, FL 32168
Phone: (833) 422-7300
(Address, including zip code, and telephone number,
including area code of issuer’s principal
executive office)
STARSTREAM ENTERTAINMENT, INC.
SEMIANNUAL REPORT ON FORM 1-SA
TABLE OF CONTENTS
Item 1. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations. |
The following discussion of our financial condition
and results of operations should be read in conjunction with our condensed consolidated financial statements and the related notes included
in Item 3 of this report, and together with our audited consolidated financial statements and the related notes included in our Form 1-A
for the fiscal year ended December 31, 2020. Historical results are not necessarily indicative of future results.
Certain statements and other information set forth
in this semi-annual report on Form 1-SA may address or relate to future events and expectations and as such constitute “forward-looking
statements” within the meaning of the Private Securities Litigation Act of 1995. Such forward-looking statements involve significant
risks and uncertainties. Such statements may include, without limitation, statements with respect to our plans, objectives, projections,
expectations and intentions and other statements identified by words such as “may”, “could”, “would”,
“should”, “will”, “believes”, “expects”, “anticipates”, “estimates”,
“intends”, “plans” or similar expressions. Forward-looking statements include, but are not limited to, statements
about: expectations regarding our future revenue, the timing and release of our games, the implementation of our business model, our ability
to enter into further licensing and publishing agreements, proceeds, timing and other expectations regarding the sale of Fig Game Shares,
our expectations regarding our cash flow, our financial performance, our ability to obtain funding for our operations, our expectations
regarding our cost of revenue, operating expenses and capital expenditures, and our future capital requirements.
All forward-looking statements are predictions
or projections and involve known and unknown risks, estimates, assumptions, uncertainties and other factors that may cause our actual
transactions, results, performance, achievements and outcomes to differ adversely from those expressed or implied by such forward-looking
statements. You should not place undue reliance on forward-looking statements.
The cautionary statements set forth in this report
and in the section entitled “Risk Factors” in our Annual Statement on Form 1-A (File No. 024-11197), which was filed with
the Securities and Exchange Commission, or SEC, on April 16, 2020 identify important factors that you should consider in evaluating our
forward-looking statements. These factors include, among other things: (1) our history of losses; (2) our ability to continue as a going
concern; (3) we may not be able to have our content accepted by the marketplace; (4) markets for our products and services; (5) our cash
flows; (6) our operating performance; (7) our financing activities; (8) Our ability to compete effectively; (9) our ability to source
and finance video entertainment products (10) our tax status; (11) national, international and local economic and business conditions
that could affect our business; (12) industry developments affecting our business, financial condition and results of operations; and
(13) governmental approvals, actions and initiatives and changes in laws and regulations or the interpretation thereof, including without
limitation tax laws, regulations and interpretations.
Although we believe that the expectations reflected
in our forward-looking statements are reasonable, we cannot guarantee future transactions, results, performance, achievements or outcomes.
No assurance can be given that the expectations reflected in our forward-looking statements will be attained or that deviations from them
will not be material and adverse. We undertake no obligation, other than as may be required by law, to re-issue this report or otherwise
make public statements in order to update our forward-looking statements beyond the date of this report.
In this report, all references to “Starstream,”
“we,” “us,” “our,” or “the Company” mean Starstream Entertainment, Inc. and its consolidated
entities.
This report contains trademarks, service marks
and trade names that are the property of their respective owners.
Overview
Our subsidiary, Facetime Consulting and Promotions
LLC (“FCP”), is primarily focused in the on-demand event staffing industry. The primary placements that FCP makes are to companies
in the consumer goods industry.
Across the Event Staffing Industry there are countless
dedicated event staff that complete amazing work to represent brands and help them connect with their customers. FCP, a division of Starstream
Entertainment, Inc., hand-picks and personally interviews Brand Ambassadors to ensure the ideal fit for its clients’ programs.
The Event Staffing and Experiential Marketing
Industry has existed in its current form for 30 years and has operated with what amounts to an ‘ad hoc’ workforce. Brand Ambassadors,
Field Managers, Promotional Models and other Experiential Marketing workers can join with FCP to legitimize their careers, gain accountability,
receive career development, and increase the stability the industry. FCP is positioning itself to become a cornerstone of the event marketing
industry by partnering with not only individual workers but with companies throughout the industry.
FCP works with clients to maximize brand messaging.
FCP staff works to capture the key brand attributes and client messaging that are essential to telling our client’s story and optimizing
conversions. FCP personally interviews each brand ambassador to ensure we present the “optimal fit” for our client’s
needs. FCP strives to understand the importance of each client’s brand.
Our offices are located at 1917 Bayview Drive,
New Smyrna Beach, FL 32168. We maintain a website at http://www.facetimepromo.com. Our phone number is 833-422-7300 and our email address
is carla@facetimepromo.com. We do not incorporate the information on or accessible through our website into this report, and you should
not consider any information on, or that can be accessed through, our website a part of this report.
Organizational History
SSF was organized on April 11, 2012 in Delaware
as a single purpose entity to invest into Butler Films, LLC, a Delaware limited liability company, formed for the purpose of financing,
developing, producing, distributing and exploiting the motion picture entitled “Lee Daniels’ The Butler,” which was
theatrically released on August 16, 2013. SSF originally had two members, Charles Bonan (President and Chairman of SSET) (70%) and Lawrence
Ladove (30%). In August 2013, Mr. Bonan and Mr. Ladove assigned their membership interests in SSF to SSE. In connection with and in consideration
of the assignment by Mr. Ladove, on August 2, 2013, SSF assigned 30% of its films rights with respect to “Lee Daniels’ The
Butler” to the Ladove Family Trust. As a result, SSF became a wholly owned subsidiary of SSE entitled to 70% of such rights. See
"Our Portfolio of Films" below.
In July 2014, Starstream Entertainment, Inc. (the
“Company”) formed a new, wholly owned subsidiary, YHSSE, LLC, a Delaware limited liability company (“YHSSE”),
in connection with the Company’s plans to produce and invest in a new feature-length motion picture. The Company no longer produces
or invests in films.
The Company currently has one subsidiary. Our
subsidiary, Facetime Consulting and Promotions LLC (“FCP”), is primarily focused in the on-demand event staffing industry.
Results of Operations
On July 22, 2020, the offering circular for our
Reg A offering of Starstream Entertainment, Inc. was qualified by the SEC, which was an important milestone in the expansion of our operations
and the execution of our business model.
As of June 30, 2021, we have cash balance of $92,475.
Our cash balance is not sufficient to fund our limited level of operations for any substantive period of time. We have been utilizing,
and may continue to utilize, funds from the sale of Company stock.
In order to implement our plan of operations for
the next twelve-month period, we require a minimum of $500,000 of funding. We plan to obtain this funding from the sale of shares of our
common stock or through debt financing.
During the six month period ended June 30, 2021,
a total of 10,000,000 shares of common stock were sold for a total of $100,000.00.
The Six Months Ended June 30, 2021 and June
30, 2020
Revenue: The company generated $469,742
in revenue for the six months ended June 30, 2021 and $353,315 for the six months ended June 30, 2020.
Operating Expenses: Operating expenses
for the six months ended June 30, 2021, were $349,411 and $61,193 for the six months ended June 30, 2020. Operating expenses for the six
months ended June 30, 2021 comprised of general and administrative expenses.
Net Income/Loss: Net loss for the six months
ended June 30, 2021, was $131,717 and $33,934 net income for the six months ended June 30, 2020. The net loss for the six months ended
June 30, 2021, was the result of general and administrative expenses.
Prepaid Assets
As of June 30, 2021, the Company prepaid expenses
of $17,500.
Liquidity and Capital Resources
We had cash of $341,506 at June 30, 2021 and $206,338
at June 30, 2020.
Off-Balance Sheet Arrangements
We do not have 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 that is material to investors.
Critical Accounting Policies
We have identified the policies outlined below
as critical to our business operations and an understanding of our results of operations. The list is not intended to be a comprehensive
list of all of our accounting policies. In many cases, the accounting treatment of a particular transaction is specifically dictated by
accounting principles generally accepted in the United States, with no need for management’s judgment in their application. The
impact and any associated risks related to these policies on our business operations is discussed throughout management’s Discussion
and Analysis or Plan of Operation where such policies affect our reported and expected financial results. Note that our preparation of
the financial statements requires us to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosure
of contingent assets and liabilities at the date of our financial statements, and the reported amounts of revenue and expenses during
the reporting period. There can be no assurance that actual results will not differ from those estimates.
Share-Based Compensation
ASC 718, “Compensation – Stock
Compensation”, prescribes accounting and reporting standards for all share-based payment transactions in which employee services
are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments
such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee
stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized
over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period
(usually the vesting period).
The Company accounts for stock-based compensation
issued to non-employees and consultants in accordance with the provisions of ASC 505-50, “Equity – Based Payments to Non-Employees.”
Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable:
(a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined
at the earlier of performance commitment date or performance completion date.
The Company had no stock-based compensation plans
on June 30, 2021.
Going Concern
Our ability to continue as a going concern depends
upon our ability to successfully accomplish the plans embodied in our business model and eventually secure other sources of financing
and attain profitable operations. To date, we have had no revenue and significant losses. Accordingly, we have depended on sale of Web
Global Holdings Shares to fund our operations and there is a risk that we may be unable to obtain the financing, on acceptable terms or
at all, necessary to continue our operations. As such, there is substantial doubt regarding our ability to continue as a going concern
for a period of one year from the date our condensed consolidated financial statements are issued. The accompanying condensed consolidated
financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern. These condensed
consolidated 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 result from this uncertainty.
Item 2. |
Other Information |
None.
Item 3. |
Financial Statements |
STARSTREAM ENTERTAINMENT,
INC.
CONSOLIDATED
BALANCE SHEETS AT JUNE 30, 2021 & 2020 (UNAUDITED)
|
|
2020 |
|
|
2019 |
|
|
|
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash |
|
$ |
341,506 |
|
|
$ |
206,338 |
|
|
|
|
|
|
|
|
|
|
Prepaid expenses |
|
|
17,500 |
|
|
|
– |
|
|
|
|
|
|
|
|
|
|
TOTAL CURRENT ASSETS |
|
|
359,006 |
|
|
|
206,338 |
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS |
|
|
8,000 |
|
|
|
– |
|
|
|
|
|
|
|
|
|
|
OTHER ASSETS |
|
|
39,737 |
|
|
|
– |
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS |
|
$ |
406,743 |
|
|
$ |
206,338 |
|
|
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts Payable |
|
$ |
6,497 |
|
|
$ |
2,818 |
|
|
|
|
|
|
|
|
|
|
Accrued Interest Payable |
|
|
6,444 |
|
|
|
1,093 |
|
|
|
|
|
|
|
|
|
|
Due to Stockholder |
|
|
27,490 |
|
|
|
– |
|
|
|
|
|
|
|
|
|
|
Notes Payable (Note 2) |
|
|
98,500 |
|
|
|
123,500 |
|
|
|
|
|
|
|
|
|
|
TOTAL CURRENT LIABILITIES |
|
|
138,931 |
|
|
|
127,411 |
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES |
|
|
138,931 |
|
|
|
127,411 |
|
|
|
|
|
|
|
|
|
|
STOCKHOLDERS’ EQUITY (DEFICIT) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred A Stock $.001 par value 10,000,000 Authorized 2 issued, and outstanding at June 30, 2021 and June 30, 2020 respectively |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred B Stock $.001 par value 1,000,000 Authorized I issued and Outstanding at June 30, 2021 and 0 authorized and 0 issued and Outstanding at June 30, 2020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock, $.001 par value 450,000,000 Authorized 115,010,196 issued and outstanding at June 30, 2021 and 18,010,196 Issued and outstanding June 30, 2019 |
|
|
115,010 |
|
|
|
18,010 |
|
|
|
|
|
|
|
|
|
|
Additional paid-in-capital |
|
|
333,678 |
|
|
|
– |
|
|
|
|
|
|
|
|
|
|
Accumulated earnings |
|
|
(180,876 |
) |
|
|
60,917 |
|
|
|
|
|
|
|
|
|
|
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) |
|
|
267,812 |
|
|
|
78,927 |
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) |
|
$ |
406,743 |
|
|
$ |
206,338 |
|
The accompanying notes are
an integral part of the financial statements.
STARSTREAM ENTERTAINMENT,
INC.
CONSOLIDATED
STATEMENT OF OPERATIONS
FOR THE THREE AND SIX MONTHS
ENDED JUNE 30, 2021 & 2020
(UNAUDITED)
|
|
For the Three Months Ended June 30, 2021 |
|
|
For the Three
Months Ended
June 30, 2020 |
|
|
For the Six
Months Ended
June 30, 2021 |
|
|
For the Six
Months Ended
June 30, 2020 |
|
REVENUES: |
Sales |
|
$ |
221,552 |
|
|
$ |
153,175 |
|
|
$ |
469,742 |
|
|
$ |
353,315 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL REVENUE |
|
|
221,552 |
|
|
|
153,175 |
|
|
|
469,742 |
|
|
|
353,315 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COST OF SALES |
|
|
127,478 |
|
|
|
83,387 |
|
|
|
250,616 |
|
|
|
257,097 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GROSS MARGIN |
|
|
94,074 |
|
|
|
69,788 |
|
|
|
219,126 |
|
|
|
96,218 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OPERATING EXPENSES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General & administrative expenses |
|
|
52,931 |
|
|
|
18,373 |
|
|
|
190,088 |
|
|
|
22,734 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Marketing |
|
|
16,402 |
|
|
|
4,431 |
|
|
|
20,086 |
|
|
|
5,911 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Wages |
|
|
59,085 |
|
|
|
– |
|
|
|
110,369 |
|
|
|
– |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Meals & entertainment |
|
|
2,842 |
|
|
|
1,566 |
|
|
|
5,679 |
|
|
|
3,272 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Professional Fees |
|
|
933 |
|
|
|
8,158 |
|
|
|
3,405 |
|
|
|
19,960 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance |
|
|
2,427 |
|
|
|
739 |
|
|
|
5,891 |
|
|
|
1,386 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Travel |
|
|
2,781 |
|
|
|
118 |
|
|
|
4,733 |
|
|
|
680 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rent & related expenses |
|
|
4,810 |
|
|
|
2,900 |
|
|
|
9,160 |
|
|
|
7,250 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Operating expenses |
|
|
142,211 |
|
|
|
36,285 |
|
|
|
349,411 |
|
|
|
61,193 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET OPERATING INCOME/ (LOSS) |
|
|
(48,137 |
) |
|
|
33,503 |
|
|
|
(130,285 |
) |
|
|
35,025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OTHER INCOME/(EXPENSE) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income |
|
|
345 |
|
|
|
|
|
|
|
400 |
|
|
|
– |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Finance and interest fees |
|
|
(921 |
) |
|
|
(748 |
) |
|
|
(1,832 |
) |
|
|
(1,097 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCOME/ (LOSS) |
|
$ |
(48,713 |
) |
|
$ |
32,755 |
|
|
$ |
(131,717 |
) |
|
$ |
33,934 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and Diluted Net Income/Loss per Common Share |
|
|
(.00042 |
) |
|
|
.0018 |
|
|
|
(.00114 |
) |
|
|
.0019 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average Number of Common Shares Outstanding |
|
|
115,010,196 |
|
|
|
18,010,196 |
|
|
|
115,010,196 |
|
|
|
18,010,196 |
|
The accompanying notes are
an integral part of the financial statements.
STARSTREAM ENTERTAINMENT,
INC.
CONSOLIDATED
STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED
JUNE 30, 2021 & 2020
(UNAUDITED)
|
|
2021 |
|
|
2020 |
|
CASH FLOWS FROM OPERATING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income / (Loss) |
|
$ |
(131,717 |
) |
|
$ |
33,934 |
|
|
|
|
|
|
|
|
|
|
Adjustments to reconcile net income to net cash provided By operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock Issued for Services |
|
|
28,782 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase/(decrease in accrued interest payable |
|
|
3,663 |
|
|
|
1,093 |
|
|
|
|
|
|
|
|
|
|
Increase/(decrease) in accrued payroll |
|
|
– |
|
|
|
(85 |
) |
|
|
|
|
|
|
|
|
|
(Increase)/decrease in prepaid expenses |
|
|
(17,500 |
) |
|
|
– |
|
|
|
|
|
|
|
|
|
|
Increase/ (decrease) in accounts payable |
|
|
(5,502 |
) |
|
|
2,675 |
|
|
|
|
|
|
|
|
|
|
(Increase)/decrease in other assets |
|
|
(32,987 |
) |
|
|
7,492 |
|
|
|
|
|
|
|
|
|
|
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES |
|
$ |
(155,261 |
) |
|
$ |
45,106 |
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition of fixed assets |
|
|
(8,000 |
) |
|
|
– |
|
|
|
|
|
|
|
|
|
|
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES |
|
|
(8,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Decrease)/Increase in REG A |
|
|
371,495 |
|
|
|
– |
|
|
|
|
|
|
|
|
|
|
(Decrease)/Increase in notes payable |
|
|
– |
|
|
|
112,510 |
|
|
|
|
|
|
|
|
|
|
(Decrease)/Increase in Due from Stockholder |
|
|
– |
|
|
|
(6,963 |
) |
|
|
|
|
|
|
|
|
|
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES |
|
|
371,495 |
|
|
|
105,547 |
|
|
|
|
|
|
|
|
|
|
NET INCREASE (DECREASE) IN CASH |
|
|
208,234 |
|
|
|
150,656 |
|
|
|
|
|
|
|
|
|
|
CASH AND EQUIVALENTS, BEGINNING OF PERIOD |
|
|
133,272 |
|
|
|
55,682 |
|
|
|
|
|
|
|
|
|
|
CASH AND EQUIVALENTS, END OF PERIOD |
|
$ |
341,506 |
|
|
$ |
206,388 |
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock issued for compensation |
|
|
|
|
|
|
|
|
The accompanying notes are
an integral part of the financial statements.
STARSTREAM ENTERTAINMENT,
INC.
CONSOLIDATED
STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT
FOR THE THREE MONTHS ENDED
JUNE 30, 2021
(UNAUDITED)
|
|
|
PREFERRED STOCK |
|
|
|
COMMON STOCK |
|
|
|
ADDITIONAL
PAID |
|
|
|
ACCUMULATED
EQUITY |
|
|
|
TOTAL
SHAREHOLDERS’ EQUITY |
|
|
|
|
SHARES |
|
|
|
VALUE |
|
|
|
SHARES |
|
|
|
VALUE |
|
|
|
IN CAPITAL |
|
|
|
(DEFICIT) |
|
|
|
(DEFICIT) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BALANCE DECEMBER 31, 2017 |
|
|
2 |
|
|
$ |
0 |
|
|
|
18,010,196 |
|
|
$ |
18,010 |
|
|
$ |
0 |
|
|
$ |
(14,128 |
) |
|
$ |
3,882 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCOME DECEMBER 31, 2018 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
8,865 |
|
|
$ |
8,865 |
|
BALANCE DECEMBER 31, 2018 |
|
|
2 |
|
|
$ |
0 |
|
|
|
18,010,196 |
|
|
$ |
18,010 |
|
|
$ |
0 |
|
|
$ |
(5,263 |
) |
|
$ |
12,747 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ISSUANCE OF PREFERRED B SHARES |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCOME DECEMBER 31,2019 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
32,246 |
|
|
|
32,247 |
|
BALANCE DECEMBER 31, 2019 |
|
|
3 |
|
|
$ |
0 |
|
|
|
18,010,196 |
|
|
$ |
18,010 |
|
|
$ |
0 |
|
|
$ |
26,983 |
|
|
$ |
44,993 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock Issued as Compensation |
|
|
|
|
|
|
|
|
|
|
35,000,000 |
|
|
|
35,000 |
|
|
$ |
(30,000 |
) |
|
|
|
|
|
|
5,000 |
|
Common Stock Issued under REG A |
|
|
|
|
|
|
|
|
|
|
15,000,000 |
|
|
|
15,000 |
|
|
$ |
10,401 |
|
|
|
|
|
|
|
25,401 |
|
NET LOSS DECEMBER 31, 2020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(76,142 |
) |
|
|
(76,142 |
) |
BALANCE DECEMBER 31, 2020 |
|
|
3 |
|
|
$ |
0 |
|
|
|
68,010,196 |
|
|
$ |
68,010 |
|
|
$ |
(19,599 |
) |
|
$ |
(49,159 |
) |
|
$ |
(748 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock Issued for Services |
|
|
|
|
|
|
|
|
|
|
6,000,000 |
|
|
|
6,000 |
|
|
|
54,000 |
|
|
|
|
|
|
|
60,000 |
|
Common Stock Issued under REG A |
|
|
|
|
|
|
|
|
|
|
15,000,000 |
|
|
|
15,000 |
|
|
|
131,495 |
|
|
|
|
|
|
|
146,495 |
|
Common Stock Issued for note conversion |
|
|
|
|
|
|
|
|
|
|
2,500,000 |
|
|
|
2,500 |
|
|
|
22,500 |
|
|
|
|
|
|
|
25,000 |
|
NET LOSS MARCH 31, 2021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(83,004 |
) |
|
|
(83,004 |
) |
BALANCE MARCH 31, 2021 |
|
|
3 |
|
|
$ |
0 |
|
|
|
91,510,196 |
|
|
$ |
91,510 |
|
|
$ |
188,396 |
|
|
$ |
(132,163 |
) |
|
$ |
147,743 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock Issued for Services |
|
|
|
|
|
|
|
|
|
|
3,500,000 |
|
|
|
3,500 |
|
|
|
25,282 |
|
|
|
|
|
|
|
28,782 |
|
Common Stock Issued under REG A |
|
|
|
|
|
|
|
|
|
|
200,000,00 |
|
|
|
20,000 |
|
|
|
180,000 |
|
|
|
|
|
|
|
200,000 |
|
NET LOSS JUNE 30, 2021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(48,713 |
) |
|
|
(48,713 |
) |
BALANCE JUNE 30, 2021 |
|
|
3 |
|
|
$ |
0 |
|
|
|
115,010,196 |
|
|
$ |
115,010 |
|
|
$ |
333,678 |
|
|
$ |
(180,876 |
) |
|
$ |
267,812 |
|
The accompanying notes are
an integral part of the financial statements.
STARSTREAM ENTERTAINMENT,
INC.
NOTES
TO THE FINANCIAL STATEMENTS JUNE 30, 2021
(UNAUDITED)
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
|
A. |
ORGANIZATION AND OPERATIONS |
Starstream Entertainment, Inc. (The
“Company”) is the successor entity to the business of Gelia Group Corp. a corporation formed in Nevada on August 20, 2012.
The Corporation was the financing entity for various movie production projects. In November 2013 the Company changed its name to Starstream
Entertainment, Inc.
In June of 2019, the Company acquired
all of the assets of Facetime Consulting & Promotions. The merger requires that the Company divest itself of its media subsidiary
and maintain the name to Starstream Entertainment, Inc. the Company retains the name Starstream Entertainment, Inc. and the symbol to
SSET.
On July 26, 2019 the Corporation
amended its Articles of Incorporation to raise its authorized stock to 450,000,000 (four hundred and fifty million). And the Corporation
further amended its Articles of Incorporation to designate 1,000,000 Preferred Shares as Convertible Preferred Series B Stock with a par
value of $.001. The holders of the Convertible Preferred Series B Stock are entitled to vote together with the holders of the Company's
Common Stock and Series A Preferred Stock. The total aggregate issued shares of Series B Preferred Stock at any given time, regardless
of their number, shall have voting rights equal to four times the sum of: i) the total number of shares of Common Stock which are issued
and outstanding at the time of voting, plus ii) the total number of votes Preferred Series A holders are entitled. At no time can the
combination of votes by Common shareholders and Series A Preferred shareholders be equal to or greater than the votes entitled to Convertible
Preferred Series B shareholders. The holders of the Convertible Preferred Series B Stock are entitled to 100,000,000 shares of Common
Stock for every 1 share of Convertible Preferred Series B Stock. The Corporation issued 1 share of Convertible Series B Preferred Stock
to Carla Rissell.
The Company utilizes the cash method
of accounting, whereby revenue is recognized when received and expenses when paid. The unaudited financial statements have been prepared
in accordance with generally accepted accounting principles for interim financial information with the exception of the utilization of
the cash basis method rather than the accrual method. As such, the financial statements do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments
considered necessary for a fair presentation have been included and these adjustments are of a normal recurring nature. The results of
operations for the Six months ended June 31, 2021 and June 31, 2020 are not necessarily indicative of the results for the full fiscal
year ending December 31, 2020.
The preparation 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 period. Actual results could differ from those estimates.
|
D. |
CASH AND CASH EQUIVALENTS |
Cash and cash equivalents
include cash on hand; cash in banks and any highly liquid investments with maturity of three months or less at the time of purchase. The
Company maintains cash and cash equivalent balances at several financial institutions, which are insured by the Federal Deposit Insurance
Corporation up to $250,000.
STARSTREAM
ENTERTAINMENT, INC.
NOTES TO
THE FINANCIAL STATEMENTS JUNE 30, 2021
(UNAUDITED)
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES (continued)
|
E. |
COMPUTATION OF EARNINGS PER SHARE |
Net income per share is computed by dividing the net income
by the weighted average number of common shares outstanding during the period.
In February 1992, the Financial Accounting
Standards Board issued Statement on Financial Accounting Standards 109 of "Accounting for Income Taxes." Under Statement 109,
deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial
statement carrying amounts of existing assets and liabilities and their respective tax bases.
Revenue for license fees is recognized upon
the receipt of the amount of the contract. Contract fees are generally due based upon various progress milestones. Revenue from contract
payments are recorded as received. Any adjustments between actual contract payments and estimates are made to current operations in the
period they are determined.
|
H. |
FAIR VALUE OF FINANCIAL INSTRUMENTS |
Statement of Financial Accounting
Standards No. 107, “Disclosures about Fair Value of Financial Instruments”, requires disclosures of information about the
fair value of certain financial instruments for which it is practicable to estimate the value. For purpose of this disclosure, the fair
value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties,
other than in a forced sale or liquidation. The carrying amounts reported in the balance sheet for cash, accounts receivable, inventory,
accounts payable and accrued expenses, and loans payable approximate their fair market value based on the short-term maturity of these
instruments.
NOTE 2 –NOTES AND OTHER LOANS PAYABLE
The Company borrowed $10,990 as a
demand note on December 31, 2017 from Carla Rissell. The note carries no interest it was originally from a shareholder. On January 1,
2020 the note holder added $3,000 to the demand note. The note is carried as a current liability and the noteholder could call it due
at any time. The note was paid off in the second quarter of 2020. On February 18, 2020 the Company borrowed $25,000 as a convertible promissory
note from Tiger Trout Capital of Puerto Rico Inc. The note has a due date of February 18, 2021 and has a per annum interest rate of 12%.
The note has a conversion option whereby the holder can convert all or any part of the principal face into Common Stock equal to a 50%
discount of the lowest traded price of the market for the period of 30 days prior to the notice of conversion. On October 13, 2020 the
note holder converted the note through the REG A for 2,500,000 shares. On June 30, 2020 the Company secured a $98,500.00 from the Small
Business Administration, the interest rate is 3.75% per annum and is a 30 year note with the first payment due in 8 months.
NOTE 3– ACCRUED SALARIES
There were no salaries accrued in the
six months ended June 31, 2021 and June 31, 2020 respectively.
NOTE 4- SUBSEQUENT EVENTS
were no events that would require
additional disclosure at the time of financial statement presentation.
Index to Exhibits
_________
(1) Filed as an exhibit to the Company’s
Form 1-A dated March 18, 2022 and incorporated herein by reference.
SIGNATURES
Pursuant to the requirements
of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
STARSTREAM ENTERTAINMENT, INC. |
|
|
|
|
Dated: March 22, 2022 |
By: |
/s/ Carla Rissell |
|
|
|
Carla Rissell |
|
|
|
Chief Executive Officer |
|
By: |
/s/ James DiPrima |
|
|
James DiPrima |
|
|
Chief Financial Officer,
Chief Accounting Officer and Director |
|
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