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
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(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
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(Issuer's Telephone Number)
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(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)
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CURRENT ASSETS
Cash. . . . . . . . . . . . . . . . . . . . . . . $ - 325
Deposits. . . . . . . . . . . . . . . . . . . . . 99 127
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Total Current Assets . . . . . . . . . . . . . . . . 99 452
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PROPERTY AND EQUIPMENT
Fixed Assets - -
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Total Property and Equipment . . . . . . . . . - -
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OTHER ASSETS . . . . . . . . . . . . . . . . . . . . - -
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- -
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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
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Total Current Liabilities. . . . . . . . . . . . . . 312,079 234,665
OTHER LIABILITIES. . . . . . . . . . . . . . . . . . - -
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312.079 234.665
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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)
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Total Stockholders' Equity. . . . . . . . . . . . (311,980) (234,213)
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Total Liabilities and
Stockholders' Equity . . . . . . . . . $ 99 $ 452
============ ==========
See accompanying notes to financial statements
3
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
4
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)
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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
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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