Yesterday was a fade away from the bump. Today is a good sign this will keep moving.
Too hard to say. Not sure what to believe any more. I hold warrants so hoping this squeezes again and my warrants double lol! It can happen quick. We shall see
Yup, sold those warrants some time ago.
and now ISPO is @ 15.46...gonna fill the gap???
Well, that too, but if you were around in the 90's you will see why this is running, when EXPEDIA debut, it ran from 40 to 500 in one day.
$ISPO: Get over to $STJO right awawy....... HUGE RM
Super low floater here
What is going on with this stock. Why is it up 700%.
Enquiring minds want to know?
Won’t be for long. $11.50 conversion price, ISPOW is worth ISPO minus that fee.
ISPOW ISPOW why so cheep ?? TY
Not sure about $1. But, I do see new 52 wk highs in the future. Volume is kicking, bid is thin, though. Need some new MM buyers on board. Chart looks ultra strong. Plenty more to come, imo. But watch that L2. Only thing I'm hesitant about.
Finally this company get's back on message. Top Driver Series news was catalyst for last big stock price run. Two things and two things only will make this stock price go kaboom!!! up to $1.00. First, News that a network has bought rights to broadcast top driver series this fall. Second, releasing the name of the celebrity driver. That's the news that gets penetration past the day traders, assuming he's a big name driver with a large following.
Wow, is this great news or what? I can't wait to see how this turns out!
Good Luck to all!
News for 'ISPO' - (Idea Sports Entertainment Group, Inc. Taps Hollywood Veteran Tri-Crown Productions to Head up Production on America's Top Driver Racing Series; ``Action-Sports'' Production Company to Produce $1,000,000 Racing Series)
LAKE CITY, S.C., Apr 28, 2005 (BUSINESS WIRE) -- Idea Sports Entertainment Group, Inc. (OTCBB: ISPO) ("Idea") announced today that it has reached an agreement with Burbank, CA-based Tri-Crown Productions to produce its upcoming made-for-television racing series, America's Top Driver(TM).
Under the agreement, Tri-Crown will utilize their expertise in "high-action sports" film and video production to create "on-track" racing action and drama, as Idea begins its search for America's Top Driver(TM). The company has already submitted preliminary production budgets to Idea, and is currently in the final stage of the selection process for race track filming locations."
William C. Morris, Idea Sports Entertainment Group's Chairman/CEO stated.
are really excited about starting to put together the America's Top Driver Team.
This Tri-Crown announcement will be the first in a series as we introduce our partners for this exciting new racing series. Future announcements will outline the partnership's alliance of noted companies and racing celebrities".
America's Top Driver spokesman for the company is the legendary 3-time NASCAR Winston Cup Champion, Cale Yarborough. In a statement released by the company, Cale commented, "From what I've seen of their work, they're a perfect fit for what we have in mind for America's Top Driver(TM) . . . . non-stop action."
Tri-Crown CEO Carol Sherman added, "This product is taylor-made for our company, but what closed the deal for us, was the array of talented motorsports individuals that are lining-up to be part of this racing series. I think a lot of people will be surprised when the final America's Top Driver(TM) format is introduced to the television market."
About Tri-Crown Productions
Launched January 1, 1987, Tri-Crown Productions is one of Hollywood's most prolific producers of reality-style television programming - over 4-thousand on-air episodes in their 18 year history -- "Tri-Crown is like Real Estate, we're all about Location, Location, Location" stated President of Production Jeff Androsky, while shooting for Tri-Crown on location in Havana, Cuba -- "We've produced magic shows for ABC in Monte Carlo, Stunt shows for FOX in Ireland, crop circles in New Zealand for NBC, flew across America with the Super Models from Victoria's Secret, now we're rolling into NASCAR country with America's Top Driver, it just doesn't get any better than this."
Tri-Crown is known for setting new trends in production, highlighted by a groundbreaking series of live, prime time, daredevil motorcycle jumps for FOX, featuring Robbie Knievel, "The other networks were afraid, they said it was too dangerous, it couldn't work, no one wanted to air a LIVE stunt show, where someone could get hurt, it was really a matter of life or death. But we created a series that really focused on the drama, the conflict, failures and triumphs - and made it failsafe -- and FOX couldn't resist. The greater the risk, the greater the reward - and we pulled it off episode after episode." Androsky continued, "With Knievel, we were working with the best - and now -- with America's Top Driver we'll working with the best. The best champions of motorsports, best crews and most of all, the best new UNDISCOVERED drivers in the world."
About America's Top Driver(TM)
America's Top Driver(TM) will combine the excitement of motorsports, with a unique made-for-television entertainment platform as it searches for the next race car driver to get a shot at the big time, and a chance at a $1,000,000.00
($1 million) grand prize, and a professional racing contract. Joined by current and former motorsports greats such as 3-time NASCAR Winston Cup Champion, Cale Yarborough, America's Top Driver(TM) will hit all demographic groups as it gives talented young men and women the opportunity to prove themselves on the race track, and earn the title "America's Top Driver(TM)".
About Idea Sports Entertainment Group, Inc.
Idea Sports Entertainment Group, Inc. is a sports and entertainment marketing and management company dedicated to developing undervalued sports and entertainment properties and products. Idea Sports Entertainment Group, Inc.
through various partnerships, and wholly owned affiliates, is a creator and developer of entertainment content focusing on sports and general entertainment properties. Its current project base includes motion pictures, television/radio, publishing, sports properties, licensed merchandise, direct-to-retail videos, international entertainment, and travel/hospitality services.
The Idea Group is corporately based in Lake City, South Carolina, with regional offices in Charlotte, NC, New York, NY, and Atlanta, GA. It also plans to establish an office in Los Angeles, CA in the near future. All the activities of the projects and the administrative and accounting functions of the company are managed by Idea Management Group, Inc., which is a wholly owned subsidiary of Idea Sports Entertainment Group, Inc.
Safe Harbor Act Disclaimer: This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934 that are based upon current expectations or beliefs, as well as a number of assumptions about future events. Although the Company believes that the expectations reflected in the forward-looking statements and the assumptions upon which they are based are reasonable, it can give no assurance that such expectations and assumptions will prove to have been correct. The reader is cautioned not to put undue reliance on these forward-looking statements, as these statements are subject to numerous factors and uncertainties, including without limitation, the independent authority of the special committee to act on the matters discussed, the successful negotiation of the potential acquisition and disposal of transactions described above, successful implementation of the company's business strategy and competition, any of which may cause actual results to differ materially from those described in the statements. In addition, other factors that could cause actual results to differ materially are discussed in the Company's most recent Form 10-QSB and Form 10-KSB filings with the Securities and Exchange Commission.
SOURCE: Idea Sports Entertainment, Inc.
CONTACT: Idea Sports Entertainment Group, Inc.Camala Osborne,
Copyright Business Wire 2005
Source: Comtext Market News
Just found this posted, so I am thinking this is good news?
Good Luck to all!
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Idea Sports Entertainment Group, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
87815W 10 1
William B. Bradshaw, 1675 Tanglewood Road, Columbia, SC 29204 (803) 254-1662
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
May 15, 2001
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-l(g), check the following box. •
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent. The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No.: 87815W-10-1
1. Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only):
William B. Bradshaw
2. Check the Appropriate Box if a Member of a Group (See Instructions)
3. SEC Use Only
4. Source of Funds (See Instructions):
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
6. Citizenship or Place of Organization:
With 7. Sole Voting Power:
8. Shared Voting Power:
9. Sole Dispositive Power:
10. Shared Dispositive Power:
11. Aggregate Amount Beneficially Owned by Each Reporting Person:
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) X1
13. Percent of Class Represented by Amount in Row (11):
14. Type of Reporting Person (See Instructions):
1 Bradshaw Investments, Inc. owns 500,000 shares of common stock of the issuer according to the issuer’s annual report on Form 10-KSB for the year ended December 31, 2002. Mr. Bradshaw owns 25% of Bradshaw Investments Inc., with his parents and siblings owning the remaining interests in the business. Mr. Bradshaw is a passive investor in such enterprise and has never exercised any voting rights with regard to his 25% interest. To his knowledge as of the date of this filing, Mr. Bradshaw does not have the power to control the voting or disposition of the stock of the issuer owned by Bradshaw Investments, Inc. Consequently, in accordance with Rule 13d-4 under the Securities Exchange Act of 1934, Mr. Bradshaw disclaims beneficial ownership of the stock of the issuer owned by Bradshaw Investments, Inc. Pursuant to Rule 13d-4 promulgated under the Securities Exchange Act of 1934, the filing of this statement shall not be construed as an admission that he is, for purposes of sections 13(d) or (g) of the Securities Exchange Act of 1934, the beneficial owner of any stock of the issuer held by Bradshaw Investments, Inc.
2 Pursuant to Rule 13d-3, the percentage reflects the relationship that the number of shares of common stock of the issuer that the reporting person beneficially owns as of the filing date of this Schedule bears to the 84,632,412 shares of the common stock outstanding on March 2, 2005 (as reported in the issuer’s annual report on Form 10-KSB for the year ended December 31, 2004 and filed with the SEC on April 15, 2005).
Item 1. Security and Issuer
This amendment to Schedule 13D is filed with respect to the common stock, par value $0.001 per share, of Idea Sports Entertainment Group, Inc., a Delaware corporation (the “Issuer”). The principal executive offices of the Issuer are located at 13801 Reese Boulevard West, Suite 150, Huntersville, North Carolina 28078.
Item 2. Identity and Background
(a) William B. Bradshaw is an individual resident of South Carolina.
(b) Mr. Bradshaw’s residential address is 1675 Tanglewood Road, Columbia, South Carolina 29204.
(c) Mr. Bradshaw is self-employed, with his principal business address being the same as his residential address listed in Item 2(B) above and his principal business being an independent distributor of Advocare, a vitamin and weight-loss supplement.
(d) During the last five years, Mr. Bradshaw has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) During the last five years, Mr. Bradshaw has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f) Mr. Bradshaw is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration
On May 15, 2001, the Issuer acquired the assets of Maxx Motor Sports, Inc., as evidenced by the Form 8-K and related Exhibit 10.1 filed by the Issuer with the SEC as of May 29, 2001. In connection with the aforementioned acquisition, the Issuer issued Mr. Bradshaw 3,212,500 shares of common stock of the Issuer in exchange for Mr. Bradshaw’s satisfaction of certain debt owed Mr. Bradshaw by Maxx Motor Sports, Inc. The debt owed Mr. Bradshaw by Maxx Motor Sports, Inc. included a note in favor of Mr. Bradshaw in the principal amount of $364,000 and certain outstanding consulting fees. On October 23, 2003, Mr. Bradshaw attempted to report this acquisition by filing a Schedule 13D, but the filed Schedule 13D failed to detail accurately Mr. Bradshaw’s identity or acquisition. Mr. Bradshaw ceased to be the beneficial owner of more than five percent of the common stock of the Issuer as of November 30, 2004 when he sold 30,000 shares of common stock of the Issuer on the market in a resale transaction pursuant to Rule 144 promulgated under the Securities Exchange Act of 1934.3 Mr. Bradshaw sold those 30,000 shares at an average sale price of approximately $0.10 per share.
Item 4. Purpose of Transaction
The purpose of the acquisition of the securities by Mr. Bradshaw as of May 15, 2001 described in Item 3 of this Schedule 13D was for investment. As of May 15, 2001, October 23, 2003, November 30, 2004, and the date of this filing, Mr. Bradshaw did not, and does not, have any plans to acquire
3 Pursuant to Rule 13d-3, the percentage as of that date was 4.9%, which reflects the relationship that the number of shares of common stock of the issuer that the reporting person beneficially owned as of such date, 3,182,500, bore to the 63,782,412 shares of the common stock outstanding on October 31, 2004 (as reported in the issuer’s quarterly report on Form 10-QSB for the quarter ended September 30, 2004 and filed with the SEC on November 24, 2004.
additional shares, although he may do so from time to time in the future. Other than the acquisition as of May 15, 2001, Mr. Bradshaw did not have as of May 15, 2001, October 23, 2003, and November 30, 2004, and does not presently have, any plans or proposals which relate to or would result in any of the items listed in Item 4(a)-(j) of Schedule 13D.
Item 5. Interest in Securities of the Issuer
As of May 15, 2001, Mr. Bradshaw was the record and beneficial owner of 3,212,500 shares, or 5.19%,4 of the Issuer’s common stock, with respect to which he had sole voting, investment and dispositive power. On November 30, 2004, Mr. Bradshaw sold 30,000 shares of common stock of the Issuer on the market in accordance with Rule 144 at an average sale price of approximately $0.10 per share. Not including the shares discussed in footnote 1 to this Schedule 13D (Amendment No. 1), the beneficial ownership of which Mr. Bradshaw specifically disclaims, Mr. Bradshaw ceased to be the beneficial owner of more than five percent of the common stock of the Issuer as of such date. As of such date, Mr. Bradshaw was the record and beneficial owner of 3,182,500 shares, or 4.99%,5 of the Issuer’s common stock, with respect to which he had sole voting investment and dispositive power.
Mr. Bradshaw has not effected during the past sixty days any transactions in the class of securities reported on in this Schedule 13D. As of the filing date of this Schedule 13D (Amendment No. 1), Mr. Bradshaw is the record and beneficial owner of 652,500 shares, or 0.8%,6 of the Issuer’s common stock, with respect to which he has sole voting investment and dispositive power.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Item 7. Material to Be Filed as Exhibits
(a) Agreement and Plan of Reorganization dated as of May 9, 2001 by and between among others William Bradshaw and the Issuer. (Incorporated by reference to Exhibit 10.1 of Form 8-K filed with the SEC as of May 29, 2001.)
4 Pursuant to Rule 13d-3, the percentage reflects the relationship that the number of shares of common stock of the Issuer that the reporting person beneficially owns bears to the 61,931,575 shares of the common stock outstanding on June 30, 2001 (as reported in the issuer’s quarterly report on Form 10-QSB for the quarter ended June 30, 2001 and filed with the SEC on August 20, 2001).
5 Pursuant to Rule 13d-3, the percentage reflects the relationship that the number of shares of common stock of the issuer that the reporting person beneficially owns bears to the 63,782,412 shares of the common stock outstanding on October 31, 2004 (as reported in the issuer’s quarterly report on Form 10-Q for the quarter ended September 30, 2004 and filed with the SEC on November 24, 2004).
6 See supra note 2.
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this amended statement is true, complete and correct.
Date: April 21, 2005
/s/ William B. Bradshaw
William B. Bradshaw
Hopefully they lined up the race cars and have a signed network deal for America's Top Driver racing series with a Fall Network TV Launch.
That was a nice jump today. I was surprised, I wonder what's got this moving?
After the last report, my hopes were fading. They need to start making money and soon or this going down the path they took the last time.
Good Luck everyone!
I can't believe with everyone involved in this company that they are not going to make it? This report does not paint a very pretty picture.
Form 10KSB for IDEA SPORTS ENTERTAINMENT GROUP, INC.
ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Company, which has been in the development stage for its planned racing operation since its inception, May 15, 2001, did not establish sources of revenue sufficient to fund the development of business and pay operating expenses, resulting in a net loss of $15,054,021 from inception through December 31, 2003. On August 26, 2003, the Board of Directors of the Company unanimously approved a plan to immediately discontinue its racing operation. Since August 26, 2003 and until September 9, 2004, the Company has been attempting to find a suitable acquisition candidate. On September 9, 2004, with the acquisition of IMGI, the Company completed one development stage, which had been included in discontinued operations, and commenced a new development stage operation.
On September 9, 2004, the Company acquired all of the issued and outstanding common stock of IMGI in exchange for warrants to acquire 15,000,000 shares of the Company's common stock at an exercise price of $.10 per share. In addition, in the event IMGI generates $2,000,000 in gross revenue within 36 months of closing, the sellers of IMGI would receive additional warrants to acquire 15,000,000 shares of the Company's common stock at an exercise price of $.10.
On October 15, 2004, the Company acquired two television programs entitled "America's Top Drivers" and "Women's Racing League" in exchange for warrants to acquire 1,750,000 shares of the Company's common stock at an exercise price of $.10 per share. The transaction was valued at $65,458 using the Black-Scholes option pricing model.
On October 27, 2004, the Company acquired all of the issued and outstanding memberships of Gaming in exchange for warrants to acquire 750,000 shares of the Company's common stock at an exercise price of $.10 per share. In addition, in the event Gaming generates $2,000,000 in gross revenue within 36 months of closing, the sellers of Gaming would receive additional warrants to acquire 750,000 shares of the Company's common stock at an exercise price of $.10.
The Company is a concept development company that internally creates projects in the fields of professional sports, motor sports, motion pictures, animated films, publishing, television, radio, licensed merchandise, direct-to-retail videos and international entertainment for distribution into the global marketplace.
Through various exclusive partnerships and wholly-owned subsidiaries, the Company develops unique content through its internal creative team and then partners with individuals and corporations already established in the respective field or industry for which the project was created which increases the viability that the project will be successful and profitable. The Company's business model involves negotiating a revenue share agreement with its individual and corporate partners to minimize the up front development costs associated with each project that has been created which minimizes the risk associated with developing a profitable business unit for the Company.
IMGI commenced operations on September 9, 2004, and has not generated any revenue to date.
GOING CONCERN FACTORS--LIQUIDITY
The Company has not established sources of revenues sufficient to fund the development of business, projected operating expenses and commitments for fiscal year 2005. The Company, which has been in the development stage since its inception, May 15, 2001, has accumulated a net loss of $15,054,021 through December 31, 2003. The Company has ceased its plans to begin a racing league and all operations have been discontinued. This discontinued operation had a loss of $671,289 during the year ended December 31, 2004.
Since August 26, 2003, the Company attempted to locate and negotiate with a business entity for the merger of that target business into the Company. As discussed above, the Company has acquired new development stage businesses commencing on September 9, 2004. Since September 9, 2004, the Company has incurred losses in the amount of $344,616. A group of the note holders have agreed to advance funds on a limited basis to allow the Company to develop a business capable of generating revenues sufficient to fund projected operating expenses and commitments. However, there can be no assurance that the group of note holders will be able to continue to provide sufficient funding to develop the Company's current business plan.
In addition, current liabilities of the Company exceed its assets by approximately $4,200,000, and its convertible promissory notes payable obligations are in default. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The consolidated financial statements do not include any adjustments that may result from the outcome of these uncertainties.
The Company, which has been in the development stage since its inception, May 15, 2001, did not establish sources of revenue sufficient to fund the development of business and pay operating expenses, resulting in a net loss of $15,054,021 from inception through December 31, 2003. As a result of the continuing losses, on August 26, 2003, the Board of Directors of the Company unanimously approved a plan to immediately discontinue its racing operation. This discontinued operation had a loss of $671,289 during the year ended December 31, 2004. While the Company does not expect any additional liability, the following agreements were in place when the Company discontinued its racing operation:
RACING CAR DESIGN AND CONSTRUCTION AGREEMENT
On October 22, 2001, TRAC entered into a Racing Car Design and Construction Agreement with Riley & Scott Race Car Engineering ("Riley & Scott"). The agreement required payments aggregating approximately $12,500,000 to include design, tooling, prototype construction and aero tooling and production of 100 racing cars, plus the cost of engines. The agreement was modified to extend the payment schedule due to delaying the first racing season and eventually terminated. At December 31, 2003, the Company had paid $4,060,781 on the agreement.
The agreement terms included that upon temporary cessation or early termination of the agreement, Riley & Scott shall have all rights and title to all tangible and intangible inventory then in its possession. When the agreement was terminated in August 2003, Riley & Scott had possession of all inventory. Management does not believe the Company has any remaining liability to Riley & Scott.
TEAM SALES BROKERAGE AGREEMENT
In June 2002, TRAC engaged Moag & Company to be the exclusive broker of all team sales for a one-year term, and in June 2003, TRAC and Moag & Company amended and restated their agreement to extend the term of the agreement through April 16, 2004. Management is of the opinion that this agreement was terminated without future liability when racing operations were discontinued.
In April 2003, the Company entered into an agreement with ESPN, Inc. and ESPN
Productions, Inc. (together, "ESPN"), pursuant to which ESPN was to provide for
the live broadcasting of at least 13 two-hour League events and produce these
television events for the 2004 and 2005 racing seasons (the "ESPN Agreement").
Under the contract, the Company would have been required to make the following
2003 $ 375,000
Total minimum contract payments $ 21,300,000
Management is of the opinion that this agreement was terminated without future liability to the Company when racing operations were discontinued.
LETTER OF CREDIT FOR OFFICE LEASE
A letter of credit was purchased to guarantee the Company's performance of payment to a third party on their vacated office lease. Restricted cash in the amount of $100,000 was collateral on the letter of credit. The Company applied the restricted cash to pay an accrued lease settlement obligation in 2004.
LOCAL OPERATOR AGREEMENT WITH FORMER CHIEF EXECUTIVE OFFICER
On August 25, 2001, the Company entered into an agreement in principle with its former Chief Executive Officer under which the former Chief Executive Officer would become the local operator of a market. The agreement stated that the cost would be $100,000 plus the cost of the nine racing cars and three haulers to obtain the operating rights for the team, which was substantially less than amounts anticipated to be paid by other local operators. Under the agreement, the $100,000 was to be kept in an escrow account. The funds are not currently escrowed and the $100,000 is included in amounts payable to related parties on the consolidated balance sheet. Under the Miller litigation settlement agreement, described in Item 3, the former CEO would retain the rights as the local operator of a market and waive any right to the $100,000 deposit.
NEW ACCOUNTING STANDARDS
In December 2004, the Financial Accounting Standards Board ("FASB") issued SFAS No. 153, "Exchanges of Non-monetary Assets," (SFAS 153) an amendment of APB Opinion No. 29, "Accounting for Non-monetary Transactions" (APB 29). The amendments made by SFAS 153 are based on the principle that exchanges of non-monetary assets should be measured based on the fair value of the assets exchanged. Further, the amendments eliminate the narrow exception for non-monetary exchanges of similar productive assets and replace it with a broader exception for exchanges of non-monetary assets that do not have commercial substance. Previously, APB 29 required that the accounting for an exchange of a productive asset for a similar productive asset or an equivalent interest in the same or similar productive asset should be based on the recorded amount of the asset relinquished. APB 29 provided an exception to its basic measurement principle (fair value) for exchanges of similar productive assets. The FASB believed that exception required that some non-monetary exchanges, although commercially substantive, be recorded on a carryover basis. By focusing the exception on exchanges that lack commercial substance, the FASB believes SFAS 153 produces financial reporting that more faithfully represents the economics of the transactions. SFAS 153 is effective for non-monetary asset exchanges occurring in fiscal periods beginning after June 15, 2005. Earlier application is permitted for non-monetary asset exchanges occurring in fiscal periods beginning after the date of issuance. The provisions of SFAS 153 shall be applied prospectively. The Company has evaluated the impact of the adoption of SFAS 153, and does not believe the impact will be significant to the Company's overall results of operations or financial position.
In December 2004, the FASB issued SFAS 123 (revised 2004), "Share-Based Payment" (SFAS 123(R)). Among other things, SFAS 123(R) requires expensing the fair value of stock options, previously optional accounting. For transition, upon adoption on January 1, 2006, SFAS 123(R) would require expensing any unvested options and will also require us to change the classification of certain tax benefits from option deductions to financing rather than operating cash flows. As of December 31, 2003, the Company did not have any unvested options which would require adjustment upon adoption of SFAS 123(R). Adoption should have the same impact as the pro forma disclosure included under stock option plans in note 1 to the consolidated financial statements.
CRITICAL ACCOUNTING POLICIES
The SEC issued Financial Reporting Release No. 60, "Cautionary Advice Regarding Disclosure about Critical Accounting Policies" ("FRR 60"), suggesting companies provide additional disclosure and commentary on their most critical accounting policies. In FRR 60, the SEC defined the most critical accounting policies as the ones that are most important to the portrayal of a company's financial condition and operating results, and require management to make its most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain. Based on this definition and based on the Company's current status as a development stage company, Idea
Sports' most critical accounting policies include the valuation of intangibles, which affects their amortization and impairment calculations and stock-based compensation. The methods, estimates and judgments Idea Sports uses in applying these most critical accounting policies have a significant impact on the results it reports in its consolidated financial statements.
INTANGIBLE ASSET VALUATION - The determination of the fair value of certain acquired assets and liabilities is subjective in nature and often involves the use of significant estimates and assumptions. Determining the fair values and useful lives of intangible assets especially requires the exercise of judgment. Idea Sports may use its common stock to acquire assets and will probably use the Black-Scholes valuation method to determine a valuation for the stock used in an acquisition. The Black-Scholes valuation method calculates a volatility factor for the stock price and extrapolates a valuation using these criteria. This valuation method has generally proven effective for companies with established markets for their common stock; however, due to the lack of an established trading market for Idea Sports, a development stage company, in the opinion of management, this may result in an unduly high valuation for the stock.
STOCK BASED COMPENSATION - Idea Sports records stock-based compensation to outside consultants at fair value in general and administrative expense. Historically, Idea Sports does not record expense relating to stock options granted to employees with an exercise price greater than or equal to market price at the time of grant. Idea Sports reports pro-forma net loss and loss per share in accordance with the requirements of SFAS 123 and SFAS 148. This disclosure shows net loss and loss per share as if Idea Sports had accounted for its employee stock options under the fair value method of those statements. Pro-forma information is calculated using the Black-Scholes pricing method on the date of grant. This option valuation model requires input of highly subjective assumptions. Because Idea Sports' employee stock options have characteristics significantly different from those of traded options, and because changes in the subjective input assumptions can materially affect the fair value estimate, in management's opinion, the existing model does not necessarily provide a reliable single measure of fair value of its employee stock options. Idea Sports did not have any stock-based compensation during 2004; however, the Company did have option compensation in 2003 and expects to have option compensation in the future.
OTHER - The Company expects revenue recognition and other financial estimates to become critical as business develops in the future.
OFF-BALANCE SHEET ARRANGEMENTS
The Company does not have any material off-balance sheet arrangements.
Another job well done for the clean up crew.