-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, P4B0seJ3bipGBWZ6X7aiondFy6RtAzkPcV9N2un7tbN/qU+drqzOXR+8b1L2Ierg ACNP+EVqzXwu29cNMlLUXA== 0001005150-02-001343.txt : 20021206 0001005150-02-001343.hdr.sgml : 20021206 20021205193026 ACCESSION NUMBER: 0001005150-02-001343 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20021206 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PRATT JAMES CENTRAL INDEX KEY: 0001134148 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: C/O FIRST ECOM.COM, INC.CENTRAL HONG STREET 2: 902 HENLEY BUILDING, 5 QUEEN'S ROAD CITY: CENTRAL HONG KONG MAIL ADDRESS: STREET 1: C/O FIRST ECOM.COM, INC. STREET 2: 902 HENLEY BUILDING 5 QUEEN'S RD CITY: CENTRAL HONG KONG SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GLOBETRAC INC CENTRAL INDEX KEY: 0001143238 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MAILING, REPRODUCTION, COMMERCIAL ART & PHOTOGRAPHY [7330] IRS NUMBER: 330953557 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-78368 FILM NUMBER: 02850206 BUSINESS ADDRESS: STREET 1: 29 ABINGSON ROAD STREET 2: KENSINGTON CITY: LONDON STATE: X0 ZIP: W86AH BUSINESS PHONE: 011442079385409 MAIL ADDRESS: STREET 1: 29 ABINGDON ROAD STREET 2: KENSINGTON CITY: LONDON STATE: X0 ZIP: V866AH FORMER COMPANY: FORMER CONFORMED NAME: ARTESCOPE INC DATE OF NAME CHANGE: 20010620 SC 13D 1 sc13d.txt SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) * GLOBETRAC INC. ---------------------------------------------------------------- (Name of Issuer) Common Stock, $0.001 par value per share ---------------------------------------------------------------- (Title of Class of Securities) 043014 10 9 ---------------------------------------------------------------- (CUSIP Number) R. H. Daignault Law Corporation 1100 Melville Street, 6th Floor Vancouver, British Columbia V6E 4A6 Canada ---------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 27, 2002 ---------------------------------------------------------------- (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 Rule 13d-1(b)(3) or (4), 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 Rule 13d-1(a) 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 that 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 (the "Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act. SCHEDULE 13D GLOBETRAC INC. 2 OF 4 CUSIP No. 043014 10 9 ----------------- - -------------------------------------------------------------------------------- 1. Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) JAMES PRATT - -------------------------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [ ] Not applicable (b) [ ] - -------------------------------------------------------------------------------- 3. SEC Use Only - -------------------------------------------------------------------------------- 4. Sources of Funds (See Instructions) PF (PERSONAL FUNDS OF REPORTING PERSON) - -------------------------------------------------------------------------------- 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ] NOT APPLICABLE - -------------------------------------------------------------------------------- 6. Citizenship or Place of Organization AUSTRALIA - -------------------------------------------------------------------------------- Number of 7. Sole Voting Power 4,000,000 Shares Beneficially -------------------------------------------------------------- Owned by Each 8. Shared Voting Power Nil Reporting Person With -------------------------------------------------------------- 9. Sole Dispositive Power 4,000,000 - -------------------------------------------------------------------------------- 10. Shared Dispositive Power Nil - -------------------------------------------------------------------------------- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 4,000,000 SHARES - -------------------------------------------------------------------------------- 12. Check if the Aggregate Amount in Row (11) Exceeds Certain Shares (See Instructions) [ ] NOT APPLICABLE - -------------------------------------------------------------------------------- 13. Percent of Class Represented by Amount in Row (11) 19.0% - -------------------------------------------------------------------------------- 14. Type of Reporting Person (See Instructions) IN (INDIVIDUAL) - -------------------------------------------------------------------------------- SCHEDULE 13D GLOBETRAC INC. 3 OF 4 ITEM 1. SECURITY AND ISSUER This statement on Schedule 13D relates to the shares of Common Stock, $0.0001 par value per share, of GlobeTrac Inc., a Nevada corporation ("GlobeTrac"). The principal executive office of GlobeTrac is located at Suite 3.07, 42 Brook Street, London W1K 5DB, United Kingdom. ITEM 2. IDENTITY AND BACKGROUND (a) James Pratt (b) c/o 32 Greenwich Road, Greenwich, Sydney, New South Wales, 2065, Australia (c) President and CEO of GlobeTrac (d) During the last five years, Mr. Pratt has not been convicted in a criminal proceeding. (e) During the last five years, Mr. Pratt was not a party to a civil proceeding or a judicial or administrative body of competent jurisdiction. (f) Australia ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION James Pratt acquired the beneficial ownership of 4,000,000 shares of Common Stock of GlobeTrac. Mr. Pratt paid $0.001 per share and used his own personal funds in acquiring the shares. ITEM 4. PURPOSE OF TRANSACTION James Pratt acquired the shares as a personal investment. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) James Pratt is the beneficial owner of 4,000,000 shares of Common Stock of GlobeTrac. These shares represent 19.0% of the issued and outstanding shares of Common Stock of GlobeTrac. (b) James Pratt holds the sole power to vote and to dispose of the 4,000,000 shares of Common Stock with the exception of the call option discussed in Item 6 below. (c) James Pratt has not effected any transaction in the Common Stock of GlobeTrac during the past 60 days, except as disclosed in this statement. (d) Not applicable. (e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER The 4,000,000 shares of Common Stock of GlobeTrac beneficially owned by James Pratt are registered in the name of Jeffs & Company, trustee. Jeffsco Holdings Ltd., formerly known as Jeffs & Company, is holding the shares in trust for Mr. Pratt, who remains the holder of the sole power to vote and to dispose of the 4,000,000 shares of Common Stock, with the exception of the following call option. Mr. Pratt has granted an option to another director of GlobeTrac, David Patriquin, to acquire 500,000 shares of Common Stock from him at a price of $1.00 per share for a period of two years expiring on November 27, 2004. See Exhibit 10 - call option agreement attached to this schedule for more information. SCHEDULE 13D GLOBETRAC INC. 4 OF 4 ITEM 7. MATERIALS TO BE FILED AS EXHIBITS. EXHIBIT DESCRIPTION ------- ----------- Exhibit 10 Call Option Agreement dated for reference November 27, 2002, between David Included Patriquin and James Pratt. 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: December 5, 2002 By: /s/ James Pratt ------------------------------ JAMES PRATT EX-10 3 ex10.txt EXHIBIT 10 CALL OPTION AGREEMENT THIS call option AGREEMENT dated as of the 27th day of November, 2002, BETWEEN: DAVID PATRIQUIN, businessman, of 2306 Folkstone Way, West Vancouver, British Columbia, V7S 3C7 (the "PURCHASER") AND: JAMES PRATT., businessman, of 32 Greenwich Road, Greenwich, Sydney, New South Wales, 2065, Australia (the "VENDOR") WHEREAS: A. the Vendor is the beneficial owner of 500,000 restricted shares of Common Stock (the "Shares") in the capital of GlobeTrac Inc. (the "Company"); B. the Company is indebted to the Purchaser in the amount of US$500,000 (the "Debt"); and C. the Vendor wishes to grant a call option to the Purchaser to acquire the Shares from the Vendor pursuant to the terms and conditions of this Agreement. NOW THEREFORE, THIS AGREEMENT WITNESSES that in consideration of the sum of $10.00 and other good and valuable consideration paid by the Purchaser to the Vendor, the receipt and sufficiency of which are acknowledged by the Vendor, the parties agree that: 1. The Vendor grants to the Purchaser an irrevocable call option to purchase up to a maximum of 500,000 Shares at the price of US$1.00 per Share (the "Option"). The Option may be exercised at any time up to November 27, 2004, inclusive (the "Option Period"). 2. The Option will be exercisable by the Purchaser or his legal personal representatives tendering a notice in writing to the escrow agent specified in Section 5, specifying the number of Shares being purchased, together with a. a certified cheque in favour of the Vendor in an amount equal to the full purchase price of the number of Shares being acquired upon the exercise of the Option; or b. a written assignment of the Debt equal to the full purchase price of the number of Shares being acquired upon the exercise of the Option. 3. Upon receiving the notice from the Purchaser and payment for the Shares, the Vendor will forthwith cause the Shares and any requisite transfer documents to be delivered to the transfer agent of the Company with instructions to deliver to the Purchaser or his legal personal representatives (or as the Purchaser may otherwise direct in the notice of exercise of Option) a certificate or certificates in the name of the Purchaser or his legal personal representatives (or as the Purchaser may otherwise direct in the notice of exercise of Option) representing in the aggregate such number of Shares as the Purchaser or his legal personal representatives will have then paid for. 4. The Purchaser will have no rights whatsoever as a shareholder in respect of any of the Shares (including any right to receive dividends or other distributors thereon) other than in respect of Shares in respect of which the Purchaser will have exercised his Option and which the Purchaser will have actually taken up and paid for. 5. The Vendor covenants that during the Option Period the Shares, duly endorsed for transfer, will be placed in escrow with Susan Jeffs to permit the transfer of the Shares to the Purchaser if the Option or any part is exercised. 6. The Purchaser acknowledges that R. H. Daignault Law Corporation prepared this agreement for the Vendor and that it may contain terms and conditions onerous to the Purchaser. The Purchaser expressly acknowledges that the Vendor has given him adequate time to review this agreement and to seek and obtain independent legal advice, and the Purchaser represents to the Vendor that he has in fact sought and obtained independent legal advice and is satisfied with all the terms and conditions of this agreement. 7. Time will be of the essence of this agreement. 8. Any notice that must be given or delivered under this agreement must be in writing and delivered by hand to the address or transmitted by fax and is deemed to have been received when it is delivered by hand or transmitted by fax unless the delivery or transmission is made after 4:00 p.m. or on a non-business day where it is received, in which case it is deemed to have been delivered or transmitted on the next business day. Any payments of money must be delivered by hand or wired as instructed in writing by the receiving party. Any delivery other than a written notice or money must be made by hand at the receiving party's address. 9. Any amendment of this agreement must be in writing and signed by the parties. 10. If any provision of this agreement is, illegal or unenforceable under any law, the remaining provisions remain legal and enforceable. 11. This agreement is governed by the laws of British Columbia and must be litigated in the courts of British Columbia. 12. This agreement enures to the benefit of and is binding upon the parties and their respective heirs, executors, administrators, successors and assigns. 13. This agreement may be signed in one or more counterparts, each of which when so signed will be deemed an original, and such counterparts together will constitute one in the same instrument. IN WITNESS WHEREOF the parties have signed this Agreement as of the day and year first above written. SIGNED by David Patriquin ) in the presence of: ) ) ) /s/ David Patriquin __________________________________ ) ____________________________ Signature of Witness ) DAVID PATRIQUIN ) __________________________________ ) Print Name ) ) __________________________________ ) Address ) __________________________________ ) SIGNED by JamesPratt ) in the presence of: ) ) ) /s/ James Pratt __________________________________ ) ____________________________ Signature of Witness ) JAMES PRATT ) __________________________________ ) Print Name ) ) __________________________________ ) Address ) __________________________________ ) -----END PRIVACY-ENHANCED MESSAGE-----