SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB X Quarterly report pursuant to Section 13 or 15(d) of the Securities - ------- Exchange Act of 1934 For the quarterly period ended June 30, 1996 or Transition report pursuant to Section 13 or 15(d) of the Securities - ------- Exchange Act of 1934 For the transition period from _________ to _________ Commission file number 33-60296 Globalink, Inc. (Exact name of small business issuer as specified in its charter) Delaware 54-1473222 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 9302 Lee Highway, 12th Floor, Fairfax, VA 22031 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (703) 273-5600 Not Applicable (Former name, address and fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 Registrant had 5,331,352 shares of common stock outstanding as of June 30, 1996. GLOBALINK, INC. TABLE OF CONTENTS Part I Financial Information: Page No. Item 1. Financial Statements Balance Sheets as of June 30, 1996, and December 31, 1995 1 Statements of Operations for the Three Months Ended June 30, 1996, and June 30, 1995 2 Statements of Operations for the Six Months Ended June 30, 1996, and June 30, 1995 3 Statements of Cash Flows for the Six Months Ended June 30, 1996, and June 30, 1995 4 Notes to Interim Financial Statements 5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 Part II Other Information: Item 6. Exhibits and Reports on Form 8-K 12 Item 1. Financial Statements GLOBALINK, INC. BALANCE SHEETS June 30, December 31, 1996 1995 --------------- --------------- ASSETS (Unaudited) (Audited) Current Assets: Cash and cash equivalents $ 138,832 $ 819,846 Marketable securities 996,459 1,579,237 Accounts receivable, net of allowances of $2,529,427 and $3,107,001 8,442,644 7,180,600 Inventories 735,493 585,350 Prepaid expenses and deposits 442,481 263,051 Other receivables 78,139 93,252 --------------- --------------- Total Current Assets 10,834,048 10,521,336 Equipment and Furniture, net of accumulated depreciation of $615,691 and $441,349 929,263 979,534 Capitalized Software, net of accumulated amortization of $4,334,092 and $4,079,950 937,106 951,324 --------------- --------------- Total Assets $ 12,700,417 $ 12,452,194 =============== =============== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts payable - trade $ 1,847,489 $ 1,793,705 Accrued and other liabilities 863,488 795,749 Current portion of notes payable 740,000 740,000 --------------- --------------- Total Current Liabilities 3,450,977 3,329,454 Long-Term Notes Payable 268,889 388,889 Deferred Rent 75,875 83,579 Stockholders' Equity: Common stock, $.01 par value, 20,000,000 shares authorized, 5,331,352 and 5,304,017 shares issued and outstanding 53,314 53,040 Additional paid-in capital 17,378,831 17,246,384 Accumulated deficit (8,527,469) (8,649,152) --------------- --------------- Total Stockholders' Equity 8,904,676 8,650,272 --------------- --------------- Total Liabilities and Stockholders' Equity $ 12,700,417 $ 12,452,194 =============== =============== <FN> The accompanying notes are an integral part of these statements. 1 </FN> GLOBALINK, INC. STATEMENTS OF OPERATIONS Three Months Ended June 30, 1996 1995 --------------- --------------- (Unaudited) (Unaudited) Product sales (net of returns and allowances) $ 3,783,612 $ 4,654,382 Translation service revenue 328,799 161,545 --------------- --------------- 4,112,411 4,815,927 Costs and Expenses: Cost of products sold 481,630 757,103 Amortization of capitalized software 163,609 121,410 Direct labor and fringes 160,802 52,957 Development 362,013 388,237 Selling, marketing and other 2,067,022 2,870,003 Administrative 772,928 658,360 --------------- --------------- 4,008,004 4,848,070 --------------- --------------- Earnings (Loss) From Operations 104,407 (32,143) Interest (expense) income, net (3,691) 39,104 --------------- --------------- Earnings Before Income Taxes 100,716 6,961 Income tax expense 0 0 --------------- --------------- Net Earnings $ 100,716 $ 6,961 =============== =============== Earnings per common share $ 0.02 $ 0.00 =============== =============== Average number of common shares and common share equivalents outstanding during the period 5,374,812 5,401,773 =============== =============== <FN> The accompanying notes are an integral part of these statements. 2 </FN> GLOBALINK, INC. STATEMENTS OF OPERATIONS Six Months Ended June 30, 1996 1995 --------------- --------------- (Unaudited) (Unaudited) Product sales (net of returns and allowances) $ 7,275,397 $ 9,348,919 Translation service revenue 479,333 369,646 --------------- --------------- 7,754,730 9,718,565 Costs and Expenses: Cost of products sold 866,729 1,521,711 Amortization of capitalized software 254,142 242,820 Direct labor and fringes 258,581 213,117 Development 727,027 727,779 Selling, marketing and other 3,985,981 5,067,705 Administrative 1,540,968 1,424,426 --------------- --------------- 7,633,428 9,197,558 --------------- --------------- Earnings From Operations 121,302 521,007 Interest income, net 381 83,927 --------------- --------------- Earnings Before Income Taxes 121,683 604,934 Income tax expense 0 0 --------------- --------------- Net Earnings $ 121,683 $ 604,934 =============== =============== Earnings per common share $ 0.02 $ 0.11 =============== =============== Average number of common shares and common share equivalents outstanding during the period 5,369,812 5,391,773 =============== =============== <FN> The accompanying notes are an integral part of these statements. 3 </FN> GLOBALINK, INC. STATEMENTS OF CASH FLOWS Six Months Ended June 30, 1996 1995 --------------- --------------- (Unaudited) (Unaudited) Increase (Decrease) in Cash and Cash Equivalents Cash flows from operating activities Net earnings $ 121,683 $ 604,934 Adjustments to reconcile net earnings to net cash used in operating activities Amortization of capitalized software 254,142 242,820 Depreciation 174,342 76,568 Change in Assets and Liabilities Increase in accounts receivable (1,262,044) (1,501,224) Increase in inventories (150,143) (228,882) Increase in prepaid expenses and deposits (179,430) (526,147) Decrease in other receivables 15,113 6,794 Increase (decrease) in accounts payable 53,784 (201,621) Increase in accrued and other liabilities 67,739 210,239 Decrease in deferred rent (7,704) (2,139) --------------- --------------- Total Adjustments (1,034,201) (1,923,592) --------------- --------------- Net cash used in operating activities (912,518) (1,318,658) Cash flows from investing activities Decrease in marketable securities 582,778 1,724,948 Increase in capitalized software (239,924) (178,508) Capital expenditures for equipment and furniture (124,071) (350,611) --------------- --------------- Net cash provided by investing activities 218,783 1,195,829 Cash flows from financing activities Issuance of common stock 132,721 161,173 Repayment of debt (120,000) (9,722) --------------- --------------- Net cash provided by financing activities 12,721 151,451 --------------- --------------- Net (decrease) increase in cash (681,014) 28,622 Cash and cash equivalents at beginning of period 819,846 503,367 --------------- --------------- Cash and cash equivalents at end of period $ 138,832 $ 531,989 =============== =============== <FN> The accompanying notes are an integral part of these statements. 4 </FN> GLOBALINK, INC. NOTES TO INTERIM FINANCIAL STATEMENTS JUNE 30, 1996 NOTE A -- Summary of Significant Accounting Policies The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles and with the instructions to Form 10-QSB. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations for the interim period ended June 30, 1996, are not necessarily indicative of the results to be expected for the full year. For further information, refer to the financial statements and the related footnotes included in the Company's audited financial statements for the year ended December 31, 1995. NOTE B -- Acquisition of MicroTac Software On November 22, 1994, the stockholders of Globalink, Inc. (Globalink), and MicroTac Software, Inc. (MicroTac), approved the acquisition of MicroTac by Globalink (collectively referred to as the Company). The closing of the acquisition was executed on December 22, 1994, in a business combination accounted for as a pooling of interest. MicroTac, which developed and marketed foreign language translation software, became a wholly-owned subsidiary of Globalink through the exchange of 880,000 shares of Globalink's common stock for all the outstanding stock of MicroTac. The accompanying financial statements reflect the combined accounts of the companies for the periods presented, and financial statements for prior periods have been restated to give effect to the combination. NOTE C -- Composition of Certain Financial Statement Captions 1. Cash and Cash Equivalents The Company considers all highly liquid securities purchased with a maturity of three months or less to be cash equivalents. 2. Marketable Securities Marketable securities consist of U.S. Government debt securities which mature within one year. The Company classifies debt securities as held-to-maturity. Held-to-maturity securities are carried at amortized cost which equals estimated fair value. 3. Inventories Inventories consist of finished goods and work-in-process which are stated at the lower of first-in, first-out (FIFO) cost or market. 4. Prepaid Expenses and Deposits Prepaid expenses and deposits consist of prepaid advertising and brochures and other prepaid amounts. The Company expenses the costs of first-time advertising when the material is published. Prepaid advertising and brochures consist of advertising costs paid in advance of publication. Also included in prepaid advertising and brochures expense are the costs of developing various marketing and product materials for new software. These costs are expensed when the software is released. 5 NOTES TO INTERIM FINANCIAL STATEMENTS -- (Continued) 5. Equipment and Furniture Equipment and furniture consist of office and other equipment and furniture and fixtures. Depreciation is provided for in amounts sufficient to relate the cost of depreciable assets to operations over their estimated service lives, ranging from three to seven years. The straight-line method of depreciation is followed for all assets for financial reporting purposes. Accelerated methods are used for tax purposes. 6. Capitalized Software The Company capitalizes certain initial software development costs and enhancements thereto incurred after technological feasibility has been demonstrated. To date, all products and enhancements thereto have utilized proven technology. Such capitalized amounts are amortized commencing with product introduction over the greater of the ratio of current gross revenue for a product to the total expected gross revenue over the life of that product, or the straight-line method over the remaining estimated economic life, ranging from three to six years. The unamortized capitalized costs by product are reduced to an amount not to exceed the future net realizable value by product at each balance sheet date. 8. Accrued and Other Liabilities Accrued and other liabilities consist of accrued salaries, commissions, payroll taxes and fringe benefits, accrued royalties and other accrued liabilities. NOTE D - Employment Agreements The Company has entered into employment agreements with three of its employees. The agreements are each for a three-year period commencing between March and November 1995 and will renew automatically for succeeding periods of 1 year unless sooner terminated. In the event the Company terminates without cause the employment of any of these employees, the employee shall receive an amount equal to one year's base salary plus accrued benefits and incentive compensation. The agreements contain a provision which triples certain amounts due in the event of a hostile takeover. The agreements also contain provisions for the accelerated vesting of options if certain defined changes to the composition of the Board of Directors should occur. Note E - Warrants and Stock Options 1. Warrants - Translator Associates At December 31, 1994, the Company had outstanding warrants for a total of 5,247 shares of its common stock exclusively to Translator Associates Partners exercisable at a price of $.32 per share. At the date of grant, the exercise price approximated or was greater than the fair market value of the shares at that time. The warrants became exercisable on December 29, 1989, and expire on December 29, 1999. During 1995, the original warrants representing 5,247 shares were exercised by Translator Associates. An additional 8,501 warrants were issued and exercised at $5.25 per share by Translator Associates under certain preemptive rights attached to the warrants. At December 31, 1995, there were no outstanding warrants to Translator Associates. 6 NOTES TO INTERIM FINANCIAL STATEMENTS - (Continued) 2. Warrants - M.H. Meyerson and Company, Inc. The Company had outstanding warrants to M.H. Meyerson for 50,000 units, each unit consisting of two shares of common stock and one common stock purchase option at $8.00 per share. At the date of grant, the exercise price approximated or was greater than the fair market value of the shares at that time. The warrants were exercisable at $12.00 per unit for a five-year period, commencing in June 1994. The warrants and related options were exercised in June 1994 for a total of $1,000,000. 3. Warrants - Other The Company had outstanding 575,000 warrants to purchase one share of Common Stock at $8.00 per share. At the date of grant, the exercise price approximated or was greater than the fair market value of the shares at that time. The warrants were redeemable by the Company for $.01 per warrant, upon thirty (30) days prior written notice, provided the average closing bid price of the Common Stock for ten (10) consecutive trading days ending not more than fifteen (15) days prior to the date of the redemption notice was $9.00 or more per share. As of March 1994, the average closing bid price of the Common Stock had been above $9.00 for more than ten (10) trading days. Accordingly, in April 1994, the Company exercised its right to call these warrants. The Company received $4,597,920 less related expenses of $34,439 from the exercise of 574,740 warrants. The remaining 260 warrants were redeemed at $.01 per warrant. 4. Options - Other At June 30, 1996, and December 31, 1995, the Company had outstanding options to purchase 62,500 and 40,000 shares, respectively, of common stock to individuals at exercise prices ranging from $6.50 to $10.00 per share. At the date of grant, the exercise price approximated or was greater than the fair market value of the shares at that time. The options have a term of 5 years. 5. Options - Officers and Directors At June 30, 1996, and December 31, 1995, the Company had outstanding options to purchase 409,000 and 416,000 shares, respectively, of common stock to current and previous officers of the Company at exercise prices ranging from $3.00 to $11.00 per share. At the date of grant, the exercise price approximated or was greater than the fair market value of the shares at that time. The options have a term of 5 years. At June 30, 1996, and December 31, 1995, the Company had outstanding options to purchase 40,000 shares of common stock to members of the Board of Directors at an exercise price of $4.00 per share under the Company's 1992 Directors' Non-Qualified Stock Option Plan. At the date of grant, the exercise price approximated or was greater than the fair market value of the shares at that time. The options expire in December 1997. At June 30, 1996, and December 31, 1995, the Company had outstanding options to purchase 140,000 and 40,000 shares, respectively, of common stock to members of the Board of Directors at exercise prices ranging from $6.00 to $9.18 per share. At the date of grant, the exercise price approximated or was greater than the fair market value of the shares at that time. The options have a term of 5 years. 7 NOTES TO INTERIM FINANCIAL STATEMENTS - (Continued) 6. Options - Employees At June 30, 1996, and December 31, 1995, the Company had outstanding options to purchase 264,600 and 270,800 shares of common stock, respectively, to certain employees of the Company at exercise prices ranging from $6.38 to $14.88 per share. At the date of grant, the exercise price approximated or was greater than the fair market value of the shares at that time. The options have a term of 5 years. NOTE F - Export Sales The Company sells software abroad through distributors, dealers and mail orders. During the six months ended June 30, 1996, export sales to France, Germany and Mexico totaled $2,079,000, $969,000 and $855,000, respectively, or approximately 27%, 12% and 11% of total sales, respectively. During the corresponding period in 1995, export sales to Canada totaled $951,000, or approximately 10% of total sales. Total export sales for the six months ended June 30, 1996 and 1995, were approximately $4,455,000 and $4,100,000, respectively. Substantially all sales are completed in U.S. Dollars. For those transactions completed in a foreign currency, the company has taken foreign exchange hedging positions to prevent any potential foreign currency exchange risk. NOTE G - Concentration of Credit Risk Due to the nature of the Company's business, sales to a few customers, primarily software distributors, have accounted for a significant percentage of the Company's sales. During the six months ended June 30, 1996, two customers accounted for 24% of total sales. During the corresponding period in 1995, one customer accounted for more than 13% of total sales. Accounts receivable at June 30, 1996, and December 31, 1995, include approximately $4,898,000 and $4,473,000, respectively, in amounts due from five customers. 8 PART I. FINANCIAL INFORMATION Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations The Registrant's net income for the three months ended June 30, 1996, was $101,000 compared to net income of $7,000 for the corresponding period in 1995. Revenues for the same three month period decreased 15% to $4,112,000 from $4,816,000. For the six months ended June 30, 1996, the net income was $122,000 compared to net income of $605,000 for the corresponding period in 1995. Revenues for the same six month period decreased 20% to $7,755,000 from $9,719,000. Product sales for the three months ended June 30, 1996, decreased 19% to $3,784,000 from $4,654,000 for the corresponding period in the prior year. For the six months ended June 30, 1996, product sales decreased 22% to $7,275,000 from $9,349,000 for the corresponding period in the prior year. The decrease is primarily due to the Company's increasing efforts to reduce distributor inventory and align sell-through campaigns with sales of products into the channels. The Company continues to open new distributor channels, increase growth in the existing distributor channels and pursue additional OEM opportunities. The Language Assistant Series Localized version and the Power Translator and Language Assistant Series versions for Windows in CD-ROM media have been the primary vehicle for sales to the Company's distributors and have been well accepted. In addition, the Company introduced Web Translator and Telegraph in March 1996, and Power Translator 6.0 in June 1996, which have also been well accepted and contributed to sales during the period ended June 30, 1996. International sales for the three months ended June 30, 1996, increased 37% to $2,690,000 from $1,959,000 for the corresponding period in 1995. For the six months ended June 30, 1996, international sales increased 8% to $4,455,000 from $4,100,000 for the corresponding period in 1995. The primary exports have been to Europe, Canada, Mexico and Latin America. International sales have been attributable to further development of the Company's network of international distributors, along with additional OEM contracts entered into in Latin America and Europe. Translation service revenue for the three months ended June 30, 1996, increased 103% to $329,000 from $162,000 for the corresponding period in the prior year. For the six months ended June 30, 1996, translation service revenue increased 30% to $479,000 from $370,000 for the corresponding period in 1995. The increase resulted from increased revenue generating efforts by the department's personnel who were previously concentrating on the translation of localized versions of the Company's new products. Sales returns and allowances decreased to $1,723,000 for the six months ended June 30, 1996, compared to $1,896,000 for the corresponding period in 1995. The decrease is attributable to the decreased distribution sales. Distribution agreements typically allow for the return of certain merchandise to provide for stock balancing. The Company continuously monitors these programs and makes appropriate accruals monthly to handle future distribution stock balancing. The following table shows the gross product sales, returns and net product sales for the periods indicated. Six months ended June 30, 1996 1995 ------------------------------ Gross Product Sales $ 8,998,579 $11,244,562 Returns (1,723,182) (1,895,643) ------------------------------------- Net Product Sales $ 7,275,397 $ 9,348,919 ------------------------------------- 9 Cost of products sold for the three months ended June 30, 1996, decreased 36% to $482,000 from $757,000 for the corresponding period in the prior year. For the six months ended June 30, 1996, cost of products sold decreased 43% to $867,000 from $1,522,000 for the corresponding period in the prior year. The decrease in cost of products sold was primarily due to decreased product sales along with decreased cost of certain packaging components and a shift in the mixture of products sold. This shift was both to the CD-ROM editions of the Power Translator and the Language Assistant Series product lines and additional OEM contracts which contribute higher margins along with a decrease in the Language Computers which carried lower margins. Gross profit margin was 88% for the three months ended June 30, 1996, compared to 84% for the corresponding period in 1995. For the six months ended June 30, 1996, gross profit margin was 89% compared to 84% for the corresponding period in 1995. The increase in gross profit margin was directly attributable to the decrease in cost of products sold. Amortization of capitalized software for the three months ended June 30, 1996, increased 35% to $164,000 from $121,000 for the corresponding period in the prior year. For the six months ended June 30, 1996, amortization of capitalized software increased 5% to $254,000 from $243,000 for the corresponding period in the prior year. The increase is due to the release of new products in 1996 for which previously capitalized development costs began to be amortized. Direct labor and fringes, which principally include charges for independent and in-house translators within the translation services group, increased 204% for the three months ended June 30, 1996, to $161,000 from $53,000 for the corresponding period in 1995, as a result of the increased revenues for this group. For the six months ended June 30, 1996, direct labor and fringes increased 21% to $259,000 from $213,000 for the corresponding period in 1995. These expenses decreased from 58% to 54% as a percentage of Translation Services revenues. This decrease was primarily attributable to fluctuations in the number and relative size of jobs being performed, as the gross margin varies with the size of the job due to the fixed administrative tasks which still must be performed. Product development expenses, which consist of the current cost of non-capitalizable development expenses, decreased 7% for the three months ended June 30, 1996, to $362,000 from $388,000 for the corresponding period in the prior year. For the six months ended June 30, 1996, product development expenses decreased less than 1% to $727,000 from $728,000 for the corresponding period in the prior year. The decrease was a result of the Company's completion of several new products resulting in reduced costs associated with certain outside consultants who were assisting in the development of those products. Selling, marketing and other expenses, which include the costs of selling, marketing, customer support, shipping and administration for product sales, decreased 28%, or $803,000, to $2,067,000 for the three months ended June 30, 1996, from $2,870,000 for the corresponding period in 1995. For the six months ended June 30, 1996, selling, marketing and other expenses decreased 21%, or $1,082,000, to $3,986,000 from $5,068,000 for the corresponding period in 1995. This decrease was primarily attributable to the decrease in revenues along with the Company's increased focus of fiscal resources on more effective promotion and advertising programs, particularly in print media and retail store promotions. In addition, the Company was increasing its sales force and instituting new incentive plans during the corresponding period in 1995 as it was expanding internationally into Europe, Canada, Mexico and Latin America. Other costs within this category, such as sales commissions, travel and other similar costs, are generally related to revenues and decreased accordingly. 10 General and administrative expenses consist primarily of payroll and related expenses, occupancy costs, travel and related expenses for senior management, finance and accounting, legal and administration. For the three months ended June 30, 1996, these expenses increased 17%, or $115,000, to $773,000 from $658,000 for the corresponding period in the prior year. For the six months ended June 30, 1996, these expenses increased 8%, or $117,000, to $1,541,000 from $1,424,000 for the corresponding period in the prior year. The increases occurred in the areas of payroll, travel, professional fees, business taxes and depreciation as a result of additional expenses incurred to support the growth of the Company. Interest expense was $4,000 for the three months ended June 30, 1996, compared to interest income of $39,000 for the corresponding period in 1995. For the six months ended June 30, 1996, interest income decreased to less than $1,000 from $84,000 for the corresponding period in 1995. This decrease was due to interest expense incurred as a result of draws on the Company's revolving and equipment lines of credit. The previous interest income was attributable to short-term investments made by the Company after receiving the proceeds of the redemption of the warrants in May 1994. Income Tax Expense No provision for income taxes was required due to the Company's net operating loss carryforwards. Approximately $7,444,000 of net operating loss ("NOL") carryforwards existed at December 31, 1995. Accordingly, the NOL carryforwards at June 30, 1996, are sufficient to cover any potential income tax expense generated as a result of the earnings as reported. Liquidity and Financial Resources The Company anticipates that the net proceeds from the exercise of the warrants, together with cash flow from operations, existing cash balances, and periodic borrowings under the Company's bank line of credit will be adequate to meet the Company's expected cash requirements through 1996. In addition, the Company has received and is considering a number of offers for an equity placement to raise up to $5,000,000 in additional capital to be used for the funding of marketing and sales programs directed at the introduction of the Company's new products. The Board of Directors has instructed the Executive Committee and certain officers of the Company to investigate these various financing options and make a recommendation for final selection. While operating activities may provide cash in certain periods, to the extent the Company experiences growth in the future, the company anticipates that its operating and product development activities may use cash and, consequently, such growth may require the Company to obtain additional sources of financing. There can be no assurances that unforeseen events may not require more working capital than the Company currently has at its disposal. The Company has secured a $2,000,000 revolving short-term line of credit, a $2,000,000 revolving intermediate line of credit and a $750,000 equipment line of credit with First Union National Bank. As of June 30, 1996, there was a $500,000 loan balance outstanding under the revolving intermediate line, which is being used to bridge cash needs between maturity dates of its short-term investments. The Company has borrowed $720,000 under the equipment line to pay off prior financing of equipment purchases and to finance additional equipment purchases. Other than as discussed above, the Company is not aware of any known trends, or uncertainties, that have had or are reasonably likely to have a material effect on the Company's liquidity, capital resources or operations. 11 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K a. Exhibits None. b. Reports on Form 8-K None. 12 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. GLOBALINK, INC. (Registrant) Date: August 7, 1996 By: /s/Ronald W. Johnston -------------- -------------------------- Ronald W. Johnston Chief Operating Officer (Chief Accounting Officer) 13