8-K/A 1 pb8ka082504.txt TO CORRECT A TYPOGRAPHICAL ERROR ON PAGE 15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) August 24, 2004 COMMISSION FILE NUMBER 000-32517 PRIDE BUSINESS DEVELOPMENT HOLDINGS, INC. (formerly MEDSTRETCH INC.) (Exact name of registrant as specified in charter) NEVADA 91-1997729 ------- ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 15760 Ventura Boulevard, Suite 1020 Encino, California 91436 ------------------------------------------------------ ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (866) 868-0461 -------------- Medstretch, Inc., 175 Brighton Avenue, Toronto, Ontario, Canada M3H 4E3 ----------------------------------------------------------------------- (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) -1- Section 9 Financial Statements and Exhibits Item 9.01 Financial Statements, Pro Forma Financial Statements and Exhibits (a) Financial Statements of business acquired for the periods from April 25, 2003 (Inception) through December 31, 2003, three and six months ended June 30, 2004, period from April 25, 2003 (Inception) through June 30, 2003 and 2004. (1) (b) Pro Forma Financial Statements for the periods ending December 31, 2003 and June 30, 2004. (1) (c) Exhibits None ------------------------------------------------------------------------------- (1) Financials statements are attached immediately following the signature page. -2- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: August 16, 2005 MEDSTRETCH, INC. ---------------- (Registrant) /s/ Ari Markow -------------- Ari Markow President REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM -3- To the Board of Directors Pride Business Development Group (a development stage company) Encino, California We have audited the accompanying balance sheet of Pride Business Development Group ("Pride") (a development stage company) as of December 31, 2003, and the related statements of expenses, changes in stockholders' deficit, and cash flows for the period from April 25, 2003 (Inception) through December 31, 2003. These financial statements are the responsibility of Pride's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with standards of the Public Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Pride, as of December 31, 2003, and the results of its operations and its cash flows for the periods described in conformity with accounting principles generally accepted in the United States of America. MALONE & BAILEY, PC www.malone-bailey.com Houston, Texas March 31, 2005 -4-

See accompanying summary of accounting policies and notes to financial statements. -5-

See accompanying summary of accounting policies and notes to financial statements. -6-

See accompanying summary of accounting policies and notes to financial statements. -7-

See accompanying summary of accounting policies and notes to financial statements. -8- PRIDE BUSINESS DEVELOPMENT GROUP (A development stage company) NOTES TO FINANCIAL STATEMENTS NOTE 1 - SUMMARY OF ACCOUNTING POLICIES Pride Business Development Group ("Pride") was incorporated on April 25, 2003 in the State of Nevada. Pride is a development stage company and plans to become a principal source for the unique equipment and materials demanded by the Homeland Security marketplace. Pride's fiscal year end is December 31. Use of Estimates. In preparing financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheet and revenue and expenses in the statement of expenses. Actual results could differ from those estimates. Cash and Cash Equivalents. For purposes of the statement of cash flows, Pride considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Income taxes. Federal and State income taxes are not payable by, or provided for, the Subchapter "S" company. Shareholders are taxed individually on their share of Company's earnings. Recently issued accounting pronouncements. Pride does not expect the adoption of recently issued accounting pronouncements to have a significant impact on their results of operations, financial position or cash flow. NOTE 2 - NOTE PAYABLE - RELATED PARTY At December 31, 2003, Pride owed a majority shareholder a note payable in the amount of $160,000. This note represents the expenses incurred by Pride but paid by a related company on behalf of Pride. This related company is owned by Pride's majority shareholder. This note is due on September 13, 2008, bears 5.25% interest per annum and is unsecured. Accrued interest expense of $2,555 was recorded during the period. NOTE 3 - INCOME TAXES No provision for income taxes has been made, since all the shareholders of Pride are partners and the taxable income or loss is recognized by the shareholders of Pride. NOTE 4 - COMMON STOCK During 2003, Pride issued 100 shares of common stock to Pride's founders for a total value of $1,000. NOTE 5 - COMMITMENTS Pride subleases its office space from the related company under a three-year operating lease which began in May 2003. Basic rent expense charged to operations for fiscal 2003 was $21,000. Future minimum lease payments under the non-cancelable operating lease are $68,162 for 2004, $89,708 for 2005, $45,096 for 2006 and none thereafter. -9- By agreement dated July 2, 2003, Pride entered into a four-year trademark license agreement with a third party and agreed to the minimum guarantees payments of $50,000 for 2004, $87,500 for 2005, $137,500 for 2006 and $37,500 for 2007 and none thereafter. Payment of the minimum guaranteed payments is guaranteed by a related private company that is owned by Pride's majority shareholder. Per the agreement, Pride holds the worldwide exclusive rights to utilize the Smith & Wesson(R) registered trademarks for personal body armor, ballistic and projectile fragment covers and automated external defibrillators. Pride has opted to expense the fees due per the agreement. NOTE 6 - SUBSEQUENT EVENTS On August 24, 2004, Pride was purchased by Medstretch, Inc. ("Medstretch") in a transaction recorded as a reverse merger. Medstretch issued 8,500,000 shares to Pride's shareholders in exchange for 100% of the outstanding stock of Pride. Immediately prior to this merger, Medstretch had 2,500,000 shares outstanding. Pride's shareholders now hold 77% of the total post-acquisition outstanding shares of Medstretch. -10-

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-13- PRIDE BUSINESS DEVELOPMENT GROUP (A development stage company) NOTES TO FIANANCIAL STATEMENTS (unaudited) NOTE 1 - BASIS OF PRESENTATION The accompanying unaudited interim financial statements of Pride Business Development Group ("Pride") have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements and notes thereto contained in Pride's latest annual report filed with the SEC on Form 8-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements, which would substantially duplicate the disclosure contained in the audited financial statements for the year 2003, as reported in the 8-K, have been omitted. NOTE 2 - NOTE PAYABLE During first and second quarter of 2004, Pride's majority shareholder loaned additional $341,090 to Pride to pay for Pride's expenses. -14- PRO FORMA CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED) The following pro forma financial statements has been derived from the financial statements of Pride Business Development Holdings Group ("Pride") at June 30, 2004 and adjusts such information to give effect to its reverse acquisition by Medstretch, Inc. ("Medstretch"), as if the acquisition had occurred at June 30, 2004. The pro forma financial statements are presented for informational purposes only and do not purport to be indicative of the financial condition that would have resulted if the acquisition had been consummated at either year-end. The pro forma financial statements should be read in conjunction with the notes thereto and Pride's financial statements and related notes thereto contained herein and Medstretch's financial statements and related notes thereto contained in Form 10-QSB as of June 30, 2004.

(1) On August 24, 2004, Pride Business Development Group was purchased by Medstretch in a transaction recorded as a reverse merger. Medstretch issued 8,500,000 shares to Pride's shareholders in exchange for 100% of the outstanding stock of Pride. Immediately prior to this merger, Medstretch had 2,500,000 shares outstanding, so Pride's shareholders now hold 77% of the total post-acquisition outstanding shares of Medstretch. In connection with the reverse merger, Medstretch changed its name to Pride Business Development Holdings, Inc. (2) Medstretch's original shareholder forgave the outstanding loan balances as a result of the merger. -15-

PRIDE BUSINESS DEVELOPMENT HOLDINGS, INC. 8-K/A