0001144204-12-043105.txt : 20120806 0001144204-12-043105.hdr.sgml : 20120806 20120806165341 ACCESSION NUMBER: 0001144204-12-043105 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120806 DATE AS OF CHANGE: 20120806 GROUP MEMBERS: JOE Q. BRETZ SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Digital Development Group Corp CENTRAL INDEX KEY: 0001379699 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS METAL ORES [1090] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-86937 FILM NUMBER: 121010348 BUSINESS ADDRESS: STREET 1: 1639 11TH STREET, SUITE 152 CITY: SANTA MONICA STATE: CA ZIP: 90405 BUSINESS PHONE: 1-800-783-3128 MAIL ADDRESS: STREET 1: 1639 11TH STREET, SUITE 152 CITY: SANTA MONICA STATE: CA ZIP: 90405 FORMER COMPANY: FORMER CONFORMED NAME: Regency Resources, Inc. DATE OF NAME CHANGE: 20061031 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Digitally Distributed, LLC CENTRAL INDEX KEY: 0001555593 IRS NUMBER: 460686475 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: C/O MAWICKE & GOISMAN, S.C. STREET 2: 1509 NORTH PROSPECT AVENUE CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 414-224-0600 MAIL ADDRESS: STREET 1: C/O MAWICKE & GOISMAN, S.C. STREET 2: 1509 NORTH PROSPECT AVENUE CITY: MILWAUKEE STATE: WI ZIP: 53202 SC 13D 1 v320310_sc13d.htm SC 13D

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

 

The Digital Development Group Corp.

(Name of Issuer)

 

Common Stock, $0.001 par value

(Title of Class of Securities)

 

25400A 100

(CUSIP Number)

 

Digitally Distributed, LLC

c/o Mawicke & Goisman, S.C.

1509 North Prospect Avenue

Milwaukee, Wisconsin 53202

(414) 224-0600

 

 

(Name, Address, and Telephone Number of Person Authorized
to Receive Notices and Communications)

 

With a copy to:

Mark C. Lee, Esq.

Greenberg Traurig, LLP

1201 K Street, Suite 1100

Sacramento, California 95814

 

July 31, 2012

(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-1(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).

 

 
 

 

Page 2 of 8

 

CUSIP No. 25400A 100

 

   

 

1

NAME OF REPORTING PERSONS

 

Digitally Distributed, LLC

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a) þ

(b) ¨

 

3

SEC USE ONLY

 

4

SOURCE OF FUNDS (See Instructions)

 

OO

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

13,500,000

8

SHARED VOTING POWER

 

0

9

SOLE DISPOSITIVE POWER

 

13,500,000

10

SHARED DISPOSITIVE POWER

 

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

13,500,000

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

14.44% (1)

14

TYPE OF REPORTING PERSON (See Instructions)

 

OO

 

           

(1) Based on 93,500,000 shares of Common Stock outstanding on July 31, 2012.

 

 
 

 

 Page 3 of 8

 

CUSIP No. 25400A 100

   

 

1

NAME OF REPORTING PERSONS

 

Joe Q. Bretz

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a) þ

(b) ¨

 

3

SEC USE ONLY

 

4

SOURCE OF FUNDS (See Instructions)

 

OO

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

U.S.A.

NUMBER OF 

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

13,500,000

9

SOLE DISPOSITIVE POWER

 

0

10

SHARED DISPOSITIVE POWER

 

13,500,000

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

13,500,000

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

14.44 (1)

14

TYPE OF REPORTING PERSON (See Instructions)

 

IN

 

           

___________________________

(1) Based on 93,500,000 shares of Common Stock outstanding on July 31, 2012.


 
 

 

Page 4 of 8

 

CUSIP No. 25400A 100

   

 

Item 1. Security and Issuer

 

This Schedule 13D relates to the shares of common stock, $0.001 par value per share (“Common Stock”) of The Digital Development Group Corp. (the “Issuer”). The principal executive offices of the Issuer are located at 6630 Sunset Boulevard, Los Angeles, California 90028.

 

Item 2. Identity and Background

 

(a) This Schedule 13D is being jointly filed by the following persons (collectively, the “Reporting Persons”): (i) Digitally Distributed, LLC, a Delaware limited liability company (“DDLLC”), and (ii) Joe Q. Bretz (“Bretz”), an individual. Bretz is the manager of DDLLC. The sole member of DDLLC is Igasho, LLC, a Wisconsin limited liability company (“Igasho”), and the sole member of Igasho is the He-Lush-Ka Trust, an irrevocable trust of which the Reporting Person is the beneficiary thereof (the “Trust”). As a result of the foregoing, Bretz may be deemed beneficially to own the securities of the Issuer owned by DDLLC.

 

The Reporting Persons have entered into a Joint Filing Agreement dated as of July 31, 2012, a copy of which is attached as Exhibit A, pursuant to which the Reporting Persons have agreed to file this Schedule 13D jointly.

 

(b) The principal office of DDLLC is located at c/o Mawicke & Goisman, S.C., 1509 North Prospect Avenue, Milwaukee, WI  53202.

 

      The principal business of DDLLC is software development.

 

      The business address of Bretz is c/o Mawicke & Goisman, S.C., 1509 North Prospect Avenue, Milwaukee, WI  53202.

 

(c) Bretz is a director and the President of the Issuer. The address of the Issuer is 6630 Sunset Boulevard, Los Angeles, California 90028.

 

(d) During the last five years neither of the Reporting Persons has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

 

(e) During the last five years neither of the Reporting Persons was 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) The individual Reporting Person is a U.S. citizen.

 

Item 3. Source and Amount of Funds or Other Consideration

 

DDLLC received 13,500,000 shares (the “Shares”) of Common Stock in exchange for shares (the “DDAC Shares”) of the capital stock of Digitally Distributed Acquisition Corp., a Delaware corporation (“DDAC”), in connection with the acquisition of DDAC’s outstanding shares by the Issuer through a voluntary share exchange with the shareholders of DDAC (the “Selling Shareholders”), pursuant to a Share Exchange Agreement, dated July 31, 2012 (the “Agreement”), by and among the Issuer, on the one hand, and DDAC and the Selling Shareholders, on the other hand. The Agreement was filed with the Securities and Exchange Commission on August 6, 2012 on a Current Report on Form 8-K. The transactions contemplated by the Agreement closed on July 31, 2012.

 

 
 

 

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CUSIP No. 25400A 100

   

 

Item 4. Purpose of the Transaction

 

DDLLC received the Shares in exchange for the DDAC Shares under the Agreement.

 

Subject to on going evaluation, except as set forth above, each of the Reporting Persons has no current plans or proposals which relate to or would result in any of the following:

 

(a) The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer;

 

(b) An extraordinary corporate transaction, such as a merger, reorganization, or liquidation, involving the Issuer or any of its subsidiaries;

 

(c) A sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries;

 

(d) Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;

 

(e) Any material change in the present capitalization or dividend policy of the Issuer;

 

(f) Any other material change in the Issuer’s business or corporate structure, including but not limited to, if the Issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940;

 

(g) Changes in the Issuer’s charter, bylaws, or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person;

 

(h) Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;

 

(i) A class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or

 

(j) Any action similar to any of those enumerated above.

 

Item 5. Interest in Securities of the Issuer

 

(a) DDLLC beneficially owns 13,500,000 shares of Common Stock, which represent approximately 14.44% of the outstanding shares of Common Stock. By reason of being the manager of DDLLC and the beneficiary of the Trust, Bretz may be deemed to beneficially owns 13,500,000 shares of Common Stock, which represent approximately 14.44% of the outstanding shares of Common Stock.

 

(b) DDLLC has the sole power to vote and sole power to dispose of 13,500,000 shares of Common Stock, which represent approximately 14.44% of the outstanding shares of Common Stock. By reason of being the manager of DDLLC and the beneficiary of the Trust, Bretz may be deemed to have shared power to vote and dispose of 13,500,000 shares of Common Stock, which represent approximately 14.44% of the outstanding shares of Common Stock.

 

 
 

 

Page 6 of 8 

 

CUSIP No. 25400A 100

   

 

(c) No transactions in the Issuer’s Common Stock were effected during the past 60 days by the Reporting Persons except as set forth in Item 3 above.

 

(d) Not applicable.

 

(e) Not applicable.

 

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

Reference is made to the transaction stated in Item 3 above.

 

Item 7. Material to be Filed as Exhibits

 

Exhibit A - Joint Filing Agreement dated as of July 31, 2012.

 

 
 

 

Page 7 of 8  

 

CUSIP No. 25400A 100

   

 

Signatures

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete, and correct.

 

Dated: August 6, 2012 DIGITALLY DISTRIBUTED, LLC
   
  By:  /s/ Joe Q. Bretz
   

Name: Joe Q. Bretz

Title: Manager

     
     
   

/s/ Joe Q. Bretz

   

Joe Q. Bretz

 
 

 

Page 8 of 8

CUSIP No. 25400A 100

   

 

EXHIBIT A

 

JOINT FILING AGREEMENT

 

Dated as of July 31, 2012

 

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing on behalf of each of the undersigned of a Schedule 13D (including any and all amendments thereto) with respect to the shares of common stock, par value $0.001 per share, of The Digital Development Group Corp., a Nevada corporation, and that this Joint Filing Agreement may be included as an Exhibit to such joint filing.

 

Each of the undersigned agrees that each party hereto is responsible for the timely filing of such Schedule 13D (including any and all amendments thereto) and for the completeness and accuracy of the information concerning such party contained therein, provided that no party is responsible for the completeness and accuracy of the information concerning any other party, unless such party actually knows that such information is incorrect. Each party will indemnify the other parties for any incompleteness or inaccuracy in such information concerning the indemnifying party.

 

Dated: August 6, 2012 DIGITALLY DISTRIBUTED, LLC
   
  By:  /s/ Joe Q. Bretz
   

Name: Joe Q. Bretz

Title: Manager

     
     
   

/s/ Joe Q. Bretz

   

Joe Q. Bretz