10QSB 1 doc1.txt U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-QSB Quarterly Report Under the Securities Exchange Act of 1934 For Quarter Ended: March 31, 2003 Commission File Number: 0-29987 GLOBAL LINKS CORP. (Exact name of small business issuer as specified in its charter) Nevada 88-0106514 ------ ---------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 1280 Bison, Suite B9-529 Newport Beach, California (Address of principal executive offices) 92660 (Zip Code) (949) 451-4518 --------------- (Issuer's Telephone Number) -------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Check whether the issuer (1) filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes [X] No [ ]. --- --- The number of shares of the registrant's only class of common stock issued and outstanding, as of April 10, 2003, was 130,512,000. 1 PART I ITEM 1. FINANCIAL STATEMENTS. The unaudited financial statements for the three month period ended March 31, 2003, are attached hereto. 2
UNITED TRADING.COM (A Development Stage Enterprise) BALANCE SHEET ASSETS ------ March 31, 2003 Dec. 31, 2002 (Unaudited) ------------ ------------- CURRENT ASSETS Cash. . . . . . . . . . . . . . . . . . . . . . . $ - 325 Deposits. . . . . . . . . . . . . . . . . . . . . 99 127 ------------ ---------- Total Current Assets . . . . . . . . . . . . . . . . 99 452 ------------ ---------- PROPERTY AND EQUIPMENT Fixed Assets - - ------------ ---------- Total Property and Equipment . . . . . . . . . - - ------------ ---------- OTHER ASSETS . . . . . . . . . . . . . . . . . . . . - - ------------ ---------- - - ------------ ---------- Total Assets . . . . . . . . . . . . . . . . . $ 99 $ 452 ============ ========== Liabilities and Shareholder Equity CURRENT LIABILITIES Accounts payable. . . . . . . . . . . . . . . . . $ 11,896 $ 8,867 Payable to officers . . . . . . . . . . . . . . . 279,883 222,298 Loan from officer . . . . . . . . . . . . . . . . 20,300 3,500 ------------ ---------- Total Current Liabilities. . . . . . . . . . . . . . 312,079 234,665 OTHER LIABILITIES. . . . . . . . . . . . . . . . . . - - ------------ ---------- 312.079 234.665 ------------ ---------- STOCKHOLDERS' EQUITY Common Stock Par value $0.001 (500,000,000 shares authorized, 130,512,000,and 12,125,000 issued and outstanding). . . . . . . . . . . . . . . . 130,512 12,125 Additional Paid-in Capital. . . . . . . . . . . . 1,370,752 1,328,052 Retained Deficit - accumulated during Development Stage. . . . . . . . . . . . . . . (1,813,244) (1,574,390) ------------ ---------- Total Stockholders' Equity. . . . . . . . . . . . (311,980) (234,213) ------------ ---------- Total Liabilities and Stockholders' Equity . . . . . . . . . $ 99 $ 452 ============ ========== See accompanying notes to financial statements
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UNITED TRADING.COM (A Development Stage Enterprise) STATEMENT OF OPERATIONS (Unaudited) Inception Three months Three Months December 31, 1994 Ended Ended Thru March 31, 2003 March 31, 2002 March 31, 2003 --------------- --------------- --------------- REVENUES Consulting fees. . . . . . . . . . . . . . . $ - $ - $ 544,894 Sales. . . . . . . . . . . . . . . . . . . . - - 770,000 Interest Income. . . . . . . . . . . . . . . - - 3,764 --------------- --------------- --------------- Total Revenues. . . . . . . . . . . . . . - - 1,318,658 EXPENSES General and Administrative . . . . . . . . . 61,579 107,476 766,744 Officer Compensation . . . . . . . . . . . . 41,325 1,000 220,824 Consulting fees. . . . . . . . . . . . . . . 135,950 21,599 689,802 Allowance for Uncollectable Debt . . . . . . - - 160,937 Loss from write-down of software . . . . . . - 538,492 538,492 Loss from write-down of notes receivable . . - 406,067 406,067 Depreciation and Amortization. . . . . . . . - 64,508 164,508 Loss from activities of NetBet . . . . . . . - - 184,528 --------------- --------------- --------------- Total Expenses. . . . . . . . . . . . . . 238,854 1,139,426 3,131,902 --------------- --------------- --------------- Net Pre-Tax Income (Loss) . . . . . . . . . . . $ (238,854) $ (1,139,426) $ (1,813,244) Income Taxes (Note 4). . . . . . . . . . . . - 40,000 - --------------- --------------- --------------- Net Income (Loss) After Taxes . . . . . . . . . $ (238,854) $ (1,099,426) $ (1,813,244) =============== =============== =============== Net Income (loss) per Common Share, basic and diluted . . . . . . $ ( 0.038) $ (0.213) $ ( 0.811) =============== =============== =============== Weighted Average number of Common Shares outstanding, basic and diluted adjusted for 1/80 reverse split in 1999, 3/1 forward spit in October, 2000, and 1/8 reverse split in 2001 . . . . . . . . 6,352,120 5,150,300 2,236,806 =============== =============== =============== See accompanying notes to financial statements
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UNITED TRADING.COM (A Development Stage Enterprise) STATEMENT OF CASH FLOWS (Unaudited) Inception Three Months three Months Dec 31, 1994 Ended Ended Thru March 31, 2003 March 31, 2002 March 31, 2003 --------------- --------------- --------------- OPERATING ACTIVITIES ---------------------------------- Net Income (Loss). . . . . . . . . . . . . . . . $ (238,854) $ (1,099,426) ($1,813,244) Adjustments to reconcile Net Loss to Cash provided (used) by operating activities: Depreciation and Amortization . . . . . . . . - 64,792 140,963 Loss on disposal of office Furniture & Equip. - 10,258 15,972 Loss on write-off of software for license . . - 538,492 538,492 loss on cancellation of notes receivable. . . - 406,067 406,067 Common stock issued for services. . . . . . . 145,450 - 312,648 Changes in operating assets and liabilities: Increase (decrease) in Accounts Payable . . . 3,029 15,078 52,316 Increase (decrease) in Payable to officers. . 73,222 40,421 255,099 (Increase) decrease in Receivable from Software License Sales . . . . . . . . . . - 133,933 (406,067) (Increase) decrease in Other Receivables. . . - - - Increase (decrease) in Advance License Fees . - (91,300) - (Increase) decrease in Deposits . . . . . . . 28 25,000 (99) Increase (decrease) in Deferred Taxes . . . . - (40,000) - --------------- --------------- --------------- Net cash provided by Operating Activities. . . . (17,125) 3,315 (497,853) --------------- --------------- --------------- INVESTMENT ACTIVAITIES -------------------------------------- Decrease (increase) in Property and Equipment. . . . . . . . . . . . . . . . . - - (36,318) Decrease (increase) in Software for License. . . . . . . . . . . . . . . . . . - (27,400) (661,618) Decrease (increase) in Organization Costs . . - - (1,190) --------------- --------------- --------------- Net cash (used) by Investment activities . . . . - (27,400) (699,126) --------------- --------------- --------------- FINANCING ACTIVITIES --------------------------------- Disposal of Office Furniture & Equip. . . . . - 3,700 3,700 Increase (decrease) in Common Stock . . . . . - - 1,172,979 Increase in Cash loans from officers. . . . . 16,800 - 20,300 --------------- --------------- --------------- Net cash provided by Financing Activities. . . . 16,800 3,700 1,196,979 --------------- --------------- --------------- Increase (decrease) in Cash. . . . . . . . . . . (325) (20,385) - Cash at Beginning of Period. . . . . . . . . . . 325 21,975 - --------------- --------------- --------------- Cash at End of Period. . . . . . . . . . . . . . $ - $ 1,590 $ - =============== =============== =============== See accompanying notes to financial statements
5 UNITED TRADING.COM (A Development Stage Enterprise) NOTES TO FINANCIAL STATEMENTS March 31, 2003 NOTE 1 - Basis of Presentation ------------------------ The accompanying consolidated balance sheet of United Trading.Com (A Development Stage Company) at March 31, 2003, and the consolidated statements of operations for the three month periods ended March 31, 2003 and 2002 and the cumulative period during the development stage through March 31, 2003 and the statement of cash flows for three month periods ended March 31, 2003 and 2002 and the cumulative period during the development stage through March 31, 2003, have been prepared by the Company's management and they do not include all information of the financial position, results of operations, and cash flows in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. The unaudited financial statements should be read in conjunction with the financial statements and footnotes thereto included in the Company's Form 10-KSB for the year ended December 31, 2002. Operating results for the three month period ended March 31, 2003, are not necessarily indicative of the results that can be expected for the year ending December 31, 2003. NOTE 2 - Common Stock On March 25, the Company files a registration statement on form S-8 registering shares to be used to compensate various consultants to the Company for advise and assistance in the operation and business of the Company. By March 31, 2003 the company had issued approximately 100 million of these shares to various consultants for their services. On or about March 29, the Company's Board of directors determined to effect a reverse stock split of 1 new share for 40 existing shares outstanding, with the effective date to be on or about April 15, 2003. At March 31, 2003, there were 130,512,000 common shares issued outstanding. Following this reverse split of 1 for 40, there will be 3,262,800 shares outstanding. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS The following discussion should be read in conjunction with the Financial Statements and notes thereto included herein. The Company recorded no revenues for the quarters ended March 31, 2003, or 2002 . In 2002, Management determined to expand its stated goals from entering the ATM market by the acquisition of an operating ATM company to include the marketing and processing of electronic transactions through various stored value cards such as payroll cards, loyalty cards, gift cards and debit cards. In this regard the Company established various Strategic marketing agreements and joint venture agreements to market electronic transaction products and other strategic alliance agreements for the processing and control of electronic transactions. During the quarter ended March 31, 2003, the Company continued to work on its objective and continued to enter into additional marketing and reseller agreements. However, by the end of the quarter ended March 31,2003, the Company had not been able to consummate any actual sales of its products. Currently, while working to generate sales revenue for the Company it has also been searching for other alternatives for the Company's survival. In view of the fact that the Company has experienced continued negative cash flow for the past year, there is significant concern that without some a business combination that will provide the Company with additional resources and, or infusion of additional capital the Company will not survive in the current economic climate. For this reason, the Company has continued to investigate alternatives. To date, while there have been numerous discussions with var ious groups interested in entering into some sort of business combination with the Company, no agreements have been executed. Forward Looking Statements In connection with, and because it desires to take advantage of, the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, the Company cautions readers regarding certain forward looking statements in the following discussion and elsewhere in this report and in any other statement made by, or on the behalf of the Company, whether or not in future filings with the Securities and Exchange Commission. Forward looking statements are statements not based on historical information and which relate to future operations, strategies, financial results or other developments. Forward looking statements are necessarily based upon estimates and assumptions that are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company's control and many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward looking statements made by, or on behalf of, the Company. The Company disclaims any obligation to update forward looking statements. 7 PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS - NONE ITEM 2. CHANGES IN SECURITIES a) On or about March 29, the Company's Board of directors determined to effect a reverse stock split of 1 new share for 40 existing shares outstanding, with the effective date to be on or about April 15, 2003. At March 31, 2003, there were 130,512,000 common shares issued outstanding. Following this reverse split of 1 for 40, there will be 3,262,800 shares outstanding. b) NONE c) During the quarter ended March 31, 2003 15, shares of common stock of the Company were issued on March 28, 2003 at a price of $0.001 per share. All such shares were issued without registration pursuant to the exemption from registration under Section 4(2)-33 of the Securities Act of 1933. The shares were issued to James G. Brewer, President and Director in lieu of compensation. Mr. Brewer's Officer Agreement allows Mr. Brewer to receive compensation amounts in excess of $6,000 per month to be taken in restricted common stock of the Company at a price of 60% of the closing price on the date of exercise. The closing price of the stock on March 28 was $.0011 Bid, $.0017 Ask (last trade $.0013). Accordingly, the exercise price to Mr. Brewer would be $.00078, however the trade was made at the par value of $.001. The shares issued by the Company to Mr. Brewer contain restrictive legends as to future sales of the stock. Currently, Mr. Brewer is owed $171,863 in Salary of which $63,863 could be received in common stock of the Company. d) None ITEM 3. DEFAULTS UPON SENIOR SECURITIES: - NONE ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS: - none ITEM 5. OTHER INFORMATION - NONE ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K - (a) Exhibits None (b) Reports on Form 8-K: None 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 thereunto duly authorized. UNITED TRADING.COM Date: April 11, 2003 By: /James G. Brewer --------------------------- James G. Brewer, President, CEO, CFO and Chief Accounting Officer 8 CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, James G. Brewer, Chief Executive Officer and Chief Financial Officer of Global Links Corp., certify that: 1. I have reviewed this Quarterly Report on Form 10-QSB of Global Links Corp. 2. Based on my knowledge, this Qarterly Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Quarterly Report; 3. Based on my knowledge, the financial statements, and other financial information included in this Quarterly Report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this Quarterly Report; 4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the Registrant and have: a) designed such disclosure controls and procedures to ensure that material information relating to the Registrant, including any consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this Quarterly Report is being prepared; b) evaluated the effectiveness of the Registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this Quarterly Report (the "Evaluation Date"); and c) presented in this Quarterly Report my conclusions about the effectiveness of the disclosure controls and procedures based on my evaluation as of the Evaluation Date; 5. I have disclosed, based on my most recent evaluation, to the Registrant's auditor and the Registrant's board of directors (or persons performing the equivalent function); a) all significant deficiencies in the design or operation of internal controls which could adversely affect the Registrant's ability to record, process, summarize and report financial data and have identified for the Registrant's auditors any material weaknesses in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal controls; and 6. I have indicated in this Quarterly Report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of my most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Dated: April 11, 2003 Signature: /s/ James G. Brewer --------------------------- James G. Brewer Chief Executive Officer, and Chief Financial Officer CERTIFICATION PURSUANT TO 18 U.S.C.SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Global Links Corp. (the "Company") on Form 10-QSB for the Quarter ended March 31, 2003, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, James G. Brewer, Chief Executive Officer, President, and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge and belief: (1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. Dated: April 11, 2003 /s/ James G. Brewer ---------------------------- James G. Brewer, Chief Executive Officer, President, and Chief Financial Officer