-----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, ACGT5Q2qiCrKdrAldtyf5NkV8oZ8Mav5h0c5Og8Seg8YmGOms1UmApPr1+k/yBXT JmjcoWlQMbCZY2HUgwou1g== 0000949728-04-000010.txt : 20040514 0000949728-04-000010.hdr.sgml : 20040514 20040514135124 ACCESSION NUMBER: 0000949728-04-000010 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040331 FILED AS OF DATE: 20040514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GLOBAL LINKS CORP CENTRAL INDEX KEY: 0000949728 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 880106514 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-29987 FILM NUMBER: 04806262 BUSINESS ADDRESS: STREET 1: 1280 BISON STREET 2: SUITE B9-529 CITY: NEWPORT BEACH STATE: CA ZIP: 92660 BUSINESS PHONE: 949-451-4518 MAIL ADDRESS: STREET 1: 1280 BISON STREET 2: SUITE B9-529 CITY: NEWPORT BEACH STATE: CA ZIP: 92660 FORMER COMPANY: FORMER CONFORMED NAME: UNITED TRADING COM DATE OF NAME CHANGE: 20001012 FORMER COMPANY: FORMER CONFORMED NAME: UNITED CASINO CORP DATE OF NAME CHANGE: 20000222 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, 2004 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.) 4600 East Sunset Road, Suite 320 Henderson, Nevada (Address of principal executive offices) 89014 (Zip Code) (702) 436-7007 --------------- (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 issued and outstanding stock as of May 10, 2004, was 134,572,799 shares of common, 8,835,000 shares of series B preferred stock. 1 PART I ITEM 1. FINANCIAL STATEMENTS. The unaudited financial statements for the three month period ended March 31, 2004, are attached hereto. 2
GLOBAL LINKS CORP. (A Development Stage Enterprise) BALANCE SHEET ASSETS ------ March 31, 2004 Dec. 31, 2003 (Unaudited) ---------------- ------------------ CURRENT ASSETS Cash. . . . . . . . . . . . . . . . . . . . . . . $ 618,578 1,703 Deposits. . . . . . . . . . . . . . . . . . . . . 102 102 Other receivables . . . . . . . . . . . . . . . . 64,685 - ------------ ---------- Total Current Assets . . . . . . . . . . . . . . . . 683,365 1,805 ------------ ---------- PROPERTY AND EQUIPMENT Fixed Assets (net of depreciation of $2,780 and $1,000 - 5,628 5,984 ------------ ---------- Total Property and Equipment . . . . . . . . . 5,628 5,984 ------------ ---------- OTHER ASSETS . . . . . . . . . . . . . . . . . . . . - - Land held for development (see Note 2). . . . . . 1,800,000 1,800,000 ------------ ---------- 1,800,000 1,800,000 ------------ ---------- Total Assets . . . . . . . . . . . . . . . . . $ 2,488,993 $1,807,789 ============ ========== Liabilities and Shareholder Equity CURRENT LIABILITIES Accounts payable. . . . . . . . . . . . . . . . . $ 20,676 $ 39,313 Payable to officers . . . . . . . . . . . . . . . 228,124 226,241 Loan from officer . . . . . . . . . . . . . . . . 11,700 47,523 Other payables.(see note 3) . . . . . . . . . . . 850,000 850,000 Income taxes payable. . . . . . . . . . . . . . . - - ------------ ---------- Total Current Liabilities. . . . . . . . . . . . . . 1,1105003 1,163,077 OTHER LIABILITIES. . . . . . . . . . . . . . . . . . - - ------------ ---------- - - ------------ ---------- STOCKHOLDERS' EQUITY Common Stock Par value $0.001 (500,000,000 shares authorized, 104,572,799,and 37,972,799 issued and outstanding).(see note 4) . . . . . . . . . 104,573 37,973 Preferred Stock, Series B 5,000,000 shares Authorized, 3,335,000 and 0 outstanding (see note 5) . . . . . . . . . . . .. . . . . . 8,835 3,335 Additional Paid-in Capital. . . . . . . . . . . . 3,986,558 2,913,676 Retained Deficit - accumulated during Development Stage. . . . . . . . . . . . . . . (2,721,473) (2,310,272) ------------ ---------- Total Stockholders' Equity. . . . . . . . . . . . 1,378,493 644,712 ------------ ---------- Total Liabilities and Stockholders' Equity . . . . . . . . . $ 2,488,993 $1,807,789 ============ ==========
See accompanying notes to financial statements 3
GLOBAL LINKS CORP. (A Development Stage Enterprise) STATEMENT OF OPERATIONS (Unaudited) Inception three months Three Months December 31, 1992 Ended Ended Thru March 31, 2004 March 31, 2003 March 31, 2004 (Restated see Note 1) ------------------ ----------------- ------------------ REVENUES Consulting fees. . . . . . . . . . . . . . . $ - $ - $ 674,894 Sales. . . . . . . . . . . . . . . . . . . . - - 770,000 Card sales and transaction fees. . . . . . . 32 - 112 Commissions. . . . . . . . . . . . . . . . . - - 1,750 Interest Income. . . . . . . . . . . . . . . 36 - 3,800 --------------- --------------- --------------- Total Revenues. . . . . . . . . . . . . . 68 - 1,450,556 EXPENSES General and Administrative . . . . . . . . . 96,771 61,579 948,809 Officer Compensation . . . . . . . . . . . . 16,627 41,325 251,351 Consulting fees. . . . . . . . . . . . . . . 297,515 135,950 1,514,557 Allowance for Uncollectable Debt . . . . . . - - 160,937 Loss from write-down of software . . . . . . - - 538,492 Loss from write-down of notes receivable . . - - 406,067 Depreciation and Amortization. . . . . . . . 356 - 167,288 Loss from activities of NetBet . . . . . . . - - 184,528 --------------- --------------- --------------- Total Expenses. . . . . . . . . . . . . . 411,269 238,854 4,172,029 --------------- --------------- --------------- Net Pre-Tax Income (Loss) . . . . . . . . . . . $ (411,201) $ (238,854) $ (2,721,473) Income Taxes . . . . . . . . . . . . . . . . - - - --------------- --------------- --------------- Net Income (Loss) After Taxes . . . . . . . . . $ (411,201) $ (238,854) $ (2,721,473) =============== =============== =============== Net Income (loss) per Common Share, basic and diluted . . . . . . $ ( 0.006) $ (0.008) $ ( 0.085) =============== =============== =============== Weighted Average number of Common Shares outstanding, basic and diluted adjusted for previous splits and adjusted for the acquisition of Capitol Group Holding Corp. . . . . . . . . . . . . . . . . 68,557,414 30,628,593 32,129,410 =============== =============== =============== See accompanying notes to financial statements
4
GLOBAL LINKS CORP. (A Development Stage Enterprise) STATEMENT OF CASH FLOWS (Unaudited) Inception three Months three Months Dec 31, 1992 Ended Ended Thru March 31, 2004 March 31, 2003 March 31, 2004 (Restated see Note 1) ------------------ ----------------- ------------------ OPERATING ACTIVITIES - ---------------------------------- Net Income (Loss). . . . . . . . . . . . . . . . $ (411,201) $ (238,854) ($2,721,473) Adjustments to reconcile Net Loss to Cash provided (used) by operating activities: Depreciation and Amortization . . . . . . . . 356 - 143,742 Loss on disposal of office Furniture & Equip. - - 15,972 Loss on write-off of software for license . . - - 538,492 loss on cancellation of notes receivable. . . - - 406,067 Common stock issued for services. . . . . . . 140,000 145,450 973,288 Preferred stock issued for services . . . . . 1,500 - 1,500 Changes in operating assets and liabilities: Increase (decrease) in Accounts Payable . . . (18,637) 3,029 20,675 Increase (decrease) in Payable to officers. . 1,883 - 228,124 (Increase) decrease in Receivable from Software License Sales . . . . . . . . . . - - (406,067) (Increase) decrease in Other Receivables. . . (64,685) - (64,685) (Increase) decrease in Deposits . . . . . . . - - (102) Increase (decrease) in Deferred Taxes . . . . - - - --------------- --------------- --------------- Net cash provided by Operating Activities. . . . (350,783) (17,125) (894,466) --------------- --------------- --------------- INVESTMENT ACTIVAITIES - -------------------------------------- Decrease (increase) in Property and Equipment. . . . . . . . . . . . . . . . . - - (44,726) Decrease (increase) in land held for Devel. . - (1,800,000) Decrease (increase) in Software for License. . . . . . . . . . . . . . . . . . - - (661,618) Decrease (increase) in Organization Costs . . - - (1,190) --------------- --------------- --------------- Net cash (used) by Investment activities . . . . - (2,507,534) --------------- --------------- --------------- FINANCING ACTIVITIES - --------------------------------- Disposal of Office Furniture & Equip. . . . . - - 3,700 Payable assumed for land purchase . . . . . . - 850,000 Increase (decrease) in Preferred stock. . . . 4,000 - 4,325 Increase (decrease) in Common stock . . . . . 999,482 - 3,131,866 Increase in Cash loans from officers. . . . . (35,823) 16,800 30,688 --------------- --------------- --------------- Net cash provided by Financing Activities. . . . 967,659 16,800 4,020,579 --------------- --------------- --------------- Increase (decrease) in Cash. . . . . . . . . . . 616,875 (325) 618,578 Cash at Beginning of Period. . . . . . . . . . . 1,703 325 - --------------- --------------- --------------- Cash at End of Period. . . . . . . . . . . . . . $ 618,578 $ - $ 618,578 =============== =============== ===============
See accompanying notes to financial statements 5 GLOBAL LINKS CORP. (A Development Stage Enterprise) NOTES TO FINANCIAL STATEMENTS March 31, 2004 NOTE 1 - Basis of Presentation ------------------------ The accompanying consolidated balance sheet of Global Links Corp. (A Development Stage Company) at March 31, 2004, and the consolidated statements of operations for the three month periods ended March 31, 2004 and 2003 and the cumulative period during the development stage from December 31, 1992 through March 31, 2004 and the statement of cash flows for three month periods ended March 31, 2004 and 2003 and the cumulative period during the development stage through March 31, 2004, 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, 2003. Comparative numbers for the three month period ended March 31, 2003, and the Inception to date data have been restated to include Capitol Group Holdings financial results as though the acquisition/merger had taken place in the beginning of the year 2002. Operating results for the three month period ended March 31, 2004, are not necessarily indicative of the results that can be expected for the year ending December 31, 2004. Note 2 - Land Held for Development Capitol Group Holdings Corp., a wholly owned subsidiary of the Company acquired 1,000 lots in Mojave County Arizona. The lots are part of a development named Valle Vista Ranch, an affordable, energy efficient senior development. The entire project is made up of a total of 1,624 lots. The additional 624 lots not currently owned by the Company are expected to be acquired by the Company at a later date. Note 3 - Other Payables As a part of the acquisition of undeveloped lots in Arizona, the Company assumed a liability to Mojave County, AZ for $650,000 related to unpaid property taxes on the lots, and assumed a mortgage to the seller in the amount of $200,000. The Company is currently negotiating a private placement stock transaction to pay off all debt and begin development of the project. NOTE 4 - Common Stock On March 25,2003, the Company filed a registration statement on form S-8 registering shares to be used to compensate various consultants to the Company for services, advise and assistance in the operation and business of the Company. By March 31, 2004 the company had issued 92,485,000 of these shares to various consultants, for their services. In this same registration statement, the Company registered 5,000,000 shares to be purchased by employees of the Company, all of which had been issued by March 31, 2004. On or about January 28, 2004, the Company filed a registration statement of form S-8 registering additional shares to be used to compensate various consultants to the Company for services, advise and assistance in the operation and business of the Company. In addition, in this same registration, the Company registered shares underlying options for employees of the Company to purchase common shares of the Company. At March 31, 2004 56,000,000 of these shares had been purchased by employees of the Company. 6 Note 5 - Preferred Stock There are currently 8,835,000 shares of Series B Preferred Stock of the Company outstanding. Amongst other rights, Each holder of Series B Preferred Stock are be entitled to twenty (20) votes for each share of Series B Stock held at the record date for the determination of stockholders entitled to vote on any matter at any meeting of the Company's stock holders. 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. THIS QUARTERLY REPORT ON FORM 10-QSB CONTAINS STATEMENTS WHICH CONSTITUTE FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. DISCUSSION CONTAINING SUCH FORWARD-LOOKING STATEMENTS MAY BE FOUND IN THE MATERIAL SET FORTH BELOW AND UNDER "BUSINESS," AS WELL AS WITHIN THE ANNUAL REPORT GENERALLY. IN ADDITION, WHEN USED IN THIS ANNUAL REPORT, THE WORDS "BELIEVES," "ANTICIPATES," "EXPECTS," "PLANS," "INTENDS" AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. FORWARD-LOOKING STATEMENTS AND STATEMENTS OF EXPECTATIONS, PLANS AND INTENT ARE SUBJECT TO A NUMBER OF RISKS AND UNCERTAINTIES. ACTUAL RESULTS IN THE FUTURE COULD DIFFER MATERIALLY FROM THOSE DESCRIBED IN THE FORWARD-LOOKING STATEMENTS, AS A RESULT, AMONG OTHER THINGS, OF CHANGES IN TECHNOLOGY, CUSTOMER REQUIREMENTS AND NEEDS. WE UNDERTAKE NO OBLIGATION TO RELEASE PUBLICLY THE RESULTS OF ANY REVISIONS TO THESE FORWARD-LOOKING STATEMENTS THAT MAY BE MADE TO REFLECT ANY FUTURE EVENTS OR CIRCUMSTANCES. Because the Company lacks capital, an investment in it involves a very high degree of.risk. For the three month period ended March 31, 2004, the Company recorded $32 in transaction fees and commissions from issued stored value cards, and $36 in interest income. There were no revenues recorded in the same period of 2003. In April, 2003, the Company entered into a triangular merger, effective June 30, 2003 to acquire Capitol Group Holdings Corporation, whose main asset is a real estate holding in Kingman, Arizona of 1,000 residential lots which have been designated for an energy-efficient, affordable senior housing project (the "Acquisition"). The Company intends to use the assets acquired in the Acquisition to expand its core business and product offerings. The Company does not have any off-balance sheet arrangements or contractual obligations that are likely to have or are reasonably likely to have a material current or future effect on the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that have not been disclosed in the Company's financial statements. 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 ITEM 3. CONTROLS AND PROCEDURES Evaluation of disclosure controls and procedures. Our chief executive officer and chief financial officer has reviewed and evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934 (the "Exchange Act"), as of a date within ninety days before the filing of this quarterly report. Based on that evaluation, the chief executive officer and chief financial officer have concluded that our current disclosure controls and procedures are effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Commission's rules and forms. Changes in internal controls. There have not been any significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation. There were no significant deficiencies or material weakness in the internal controls, and therefore no corrective actions were taken. 8 PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS - NONE ITEM 2. CHANGES IN SECURITIES a) None b) NONE c) During the quarter ended March 31, 2004 there were no unregistered shares of the Company's common stock issued. During the quarter ended March 31, 2004, 5,500,000 shares of the Company's Series B preferred stock were issued to individuals as compensation for services. There being no market for the stock, the stock was valued at its par value of $0.001 per share. The shares were authorized for issue on December 22, 2003 however physical issuance was completed in January, 2004. The Series B preferred stock is convertible at any time to common stock of the Company at ten shares of common stock for each 1 share of preferred stock. The shares are exempt from registration under Section 4(2) of the Securities Act of 1933. d) None e) 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. GLOBAL LINKS CORP. Date: May 13, 2004 By: /Frank Dobrucki --------------------------- Frank Dobrucki, President, and CEO, 9 CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 CERTIFICATIONS I, Frank Dobrucki, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of Global Links Corp.; 2. Based on my knowledge, this quarterly 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. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us 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 our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): d) 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 e) 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. The registrant's other certifying officers and 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 our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: May 13, 2004 /s/Frank Dobrucki ------------------ Frank Dobrucki President and Chief Executive Officer (Principal Executive Officer) 10 CERTIFICATION PURSUANT TO 18 U.S.C.SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 I, Frank Dobrucki, Chief Executive Officer for Global Links Corp. certify that: 1. I have reviewed the quarterly report on Form 10-QSB of Global Links Corp.; 2. Based on my knowledge, this quarterly 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. Dated May 13, 2004 /s/Frank Dobrucki ------------------ Frank Dobrucki President and Chief Executive Officer (Principal Executive Officer) 11 -----END PRIVACY-ENHANCED MESSAGE-----