U.S. 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, 2002.
[ ] Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the transition period from ____________ to _____________.
Commission file number: 0-27637
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Global Entertainment Holdings/Equities, Inc.
--------------------------------------------
Colorado 47-0811483
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(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification No.)
501 Brickell Key Drive, Suite 603, Miami, Florida 33131
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Issuer's telephone number: (305) 374-2036
--------------
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act 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 [ ]
As of August 13, 2002, there were 10,375,776 outstanding shares of the issuer's
common stock, par value $0.001.
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION...............................................1
ITEM I. Financial Statements.........................................1
Consolidated Unaudited Financial Statements................F-1
Notes to Financial Statements..............................F-7
ITEM 2. Management's Discussion and Analysis or Plan of Operation....2
General Background of the Company............................2
Results of Operations........................................2
Liquidity and Capital Resources..............................4
PART II - OTHER INFORMATION..................................................5
ITEM 4. Submission of Matters to a Vote of Security Holders..........5
ITEM 6. Exhibits and Reports on Form 8-K.............................6
INDEX TO EXHIBITS............................................................7
PART I - FINANCIAL INFORMATION
ITEM 1. Financial Statements.
As used herein, the term "Company" refers to Global Entertainment
Holdings/Equities, Inc., and its subsidiaries and predecessors, unless otherwise
indicated. Consolidated, Unaudited, condensed interim financial statements
including a balance sheet for the Company as of the quarter ended June 30, 2002
and statements of operations and statements of cash flows for the interim period
up to the date of such balance sheets and the comparable period of the preceding
year are attached hereto beginning on Page F-1 and are incorporated herein by
this reference.
The consolidated financial statements for the Company included herein are
unaudited but reflect, in management's opinion, all adjustments, consisting only
of normal recurring adjustments, that are necessary for a fair presentation of
the Company's financial position and the results of its operations for the
interim periods presented. Because of the nature of the Company's business, the
results of operations for the three months ended June 30, 2002 are not
necessarily indicative of the results that may be expected for the full fiscal
year. The financial statements included herein should be read in conjunction
with the financial statements and notes thereto included in the Form 10-KSB for
the year ended December 31, 2001.
1
GLOBAL ENTERTAINMENT HOLDINGS/EQUITIES, INC. & SUBSIDIARIES
Consolidated Balance Sheets
June 30, 2002 (Unaudited) and December 31, 2001
As of June 30 December 31
2002 2001
------------ ------------
(Unaudited) (Audited)
------------ ------------
A S S E T S
Current Assets:
Cash & Cash Equivalents $ 230,518 $ 189,091
Accounts Receivable - net 1,033,923 1,401,285
Note Receivable 602,449 603,717
Prepaid Expenses 83,096 24,750
Other Receivables 16,908 40,586
Employee Receivable 12,356 8,775
------------ ------------
Total Current Assets 1,979,250 2,268,204
Property & Equipment
Proprietary Software - net 1,040,335 1,115,465
Other Software - net 100,278 94,996
Office Improvements - net 16,648 22,198
Computer Equipment - net 290,289 220,147
Furniture & Fixtures - net 69,314 67,570
------------ ------------
Total Property & Equipment 1,516,864 1,520,376
Long-Term Assets
Note Receivable 153,669 453,669
Other Assets
Security Deposit 75,966 63,076
Software Design & Development - net 24,408 41,764
------------ ------------
Total Other Assets 100,374 104,840
------------ ------------
Total Assets $ 3,750,157 $ 4,347,089
============ ============
F-1
GLOBAL ENTERTAINMENT HOLDINGS/EQUITIES, INC. & SUBSIDIARIES
Consolidated Balance Sheets
June 30, 2002 (Unaudited) and December 31, 2001
As of June 30 December 31
2002 2001
------------ ------------
(Unaudited) (Audited)
------------ ------------
L I A B I L I T I E S & S T O C K H O L D E R S' E Q U I T Y
Current Liabilities
Accounts Payable $ 401,468 $ 367,286
Credit Cards Payable 33,014 0
Deferred Revenue 106,614 0
Payroll Liabilities 20,828 21,549
Current Portion - Notes Payable 715,387 937,369
Note Payable - Line of Credit 0 44,852
Income Taxes Payable 71,603 62,583
------------ ------------
Total Current Liabilities $ 1,348,914 $ 1,433,639
Long Term Liabilities
Notes Payable 0 1,080,791
Less Current Portion 0 (937,369)
------------ ------------
Total Long Term Notes Payable 0 143,422
------------ ------------
Net Long Term Liabilities 0 143,422
------------ ------------
Total Liabilities $ 1,348,914 $ 1,577,061
------------ ------------
Stockholders' Equity
Preferred Stock: 25,000,000 Shares Authorized at
$.001 Par Value, None Issued 0 0
Common Stock: 100,000,000 Shares Authorized Par
Value of $.001; 10,375,776 & 10,415,772 Shares
Issued and Outstanding Respectively
Retroactively Restated 10,376 10,682
Paid in Capital 3,231,618 3,228,656
Retained Earnings (Deficit) (393,451) (22,010)
Treasury Stock, at Cost (447,300) (447,300)
------------ ------------
Net Stockholders' Equity 2,401,243 2,770,028
------------ ------------
Total Liabilities and Stockholders' Equity $ 3,750,157 $ 4,347,089
============ ============
See accompanying summary of accounting principles and notes to consolidated
financial statements.
F-2
GLOBAL ENTERTAINMENT HOLDINGS/EQUITIES, INC. & SUBSIDIARIES
Consolidated Statement of Operations (Unaudited)
For the Three Months Ended For the Six Months Ended
June 30 June 30
------------------------ ----------------------
2002 2001 2002 2001
----------- ----------- ---------- ----------
Revenues:
License Fees $ 87,500 $ - $ 95,000 $ 35,000
Royalty Fees 768,846 575,374 1,883,957 1,352,748
Hosting Income 15,580 20,593 29,893 48,018
Special Projects 185,763 27,763 383,010 123,649
Bandwidth 81,924 81,320 170,288 167,223
Sponsorship Income 20,250 (7,464) 29,950 73,201
----------- ----------- ---------- ----------
Total Revenues $ 1,159,863 $ 697,586 $2,592,098 $1,799,839
----------- ----------- ---------- ----------
Cost of Revenues:
Special Projects 168,883 18,920 340,831 85,976
Bandwidth 91,640 85,671 185,101 180,546
Royalty Costs 110,248 209,540
Sponsorship Expenses 2,299 8,909 4,756 22,430
Total Cost of Revenues 373,070 113,500 740,228 288,952
Gross Profit $ 786,793 $ 584,086 $1,851,870 $1,510,887
Expenses:
Bad Debts 40,270 81,764 76,074 81,764
Rents 41,691 30,630 83,684 68,053
Professional Fees 89,538 52,409 138,879 123,077
Advertising & Marketing 45,860 87,716 128,985 152,871
Administrative Costs 111,128 100,873 179,442 204,286
Personnel 451,899 495,762 904,714 835,177
----------- ----------- ---------- ----------
Total Expenses 780,386 849,154 1,511,778 1,465,228
----------- ----------- ---------- ----------
Earning before Interest, Taxes
Depreciation & Amortization
(EBITDA) $ 6,407 $ (265,068) $ 340,092 $ 45,659
Depreciation & Amortization (320,682) (268,128) (614,242) (519,891)
Income/(Loss) from Operations (314,275) (533,196) (274,150) (474,232)
Other Income/(Expenses)
Interest Expense (20,532) (34,946) (51,538) (54,819)
Interest Income 353 1,219 1,173 1,940
Other Income(Expense) (19,888) 5,194 (31,645)
----------- ----------- ---------- ----------
Total Other Income (Expense) (40,067) (28,533) (82,010) (52,879)
----------- ----------- ---------- ----------
F-3
GLOBAL ENTERTAINMENT HOLDINGS/EQUITIES, INC. & SUBSIDIARIES
Consolidated Statement of Operations (Unaudited)
For the Three Months Ended For the Six Months Ended
June 30 June 30
------------------------ ----------------------
2002 2001 2002 2001
----------- ----------- ---------- ----------
Income Before Taxes (354,342) (561,729) (356,160) (527,111)
Provisions for Income Taxes (1,624) 3,551 (15,281) 520
----------- ----------- ---------- ----------
Net Income $ (355,966) $ (558,178) $ (371,441) $ (526,591)
=========== =========== ========== ==========
Basic Earnings Per Share $ (0.03) $ (0.05) $ (0.03) $ (0.05)
Diluted Earning Per Share $ (0.05) $ (0.05) $ (0.03) $ (0.05)
Weighted Average Shares
Outstanding 10,375,776 10,418,040 10,375,776 10,418,040
Weighted Average Shares
Options Outstanding 12,189,163 12,191,581 12,189,263 12,191,581
See accompanying summary of accounting principles and notes to consolidated
Financial Statements.
F-4
GLOBAL ENTERTAINMENT HOLDINGS/EQUITIES, INC. & SUBSIDIARIES
Statements of Cash Flows (Unaudited)
For the Six Months Ended June 30,
2002 2001
------------ -------------
Cash Flows from Operating Activities
Net Income (371,441) (526,591)
Adjustments to Reconcile Net Income (Loss) to
Net Cash Provided by Operating Activities:
Depreciation 614,242 268,128
Bad Debt Provision increase 66,574 81,764
Stock Issued for Services 2,656 20,656
Change in Operating Assets & Liabilities
Decrease in Fees Receivable 300,788 65,889
Decrease in Other Receivables 23,678
(Increase) in Prepaid Expenses (58,346) (3,633)
(Increase) in Security Deposits (12,890) (5,171)
(Increase) in Interest Receivable - (880)
(Increase) in Employee Receivable (3,581) (10,682)
Decrease (Increase) in Short Term Notes Receivable 1,268 (25,785)
Decrease in Long Term Note Receivable 300,000 250,000
Decrease in Other Assets 17,356
Increase in Accounts Payable 34,182 13,526
Increase in Credit Card Payable 33,014
Increase in Accrued Expenses - 31,240
(Decrease) in Tax Payable - (3,551)
Increase in Accrued Income Taxes 9,020
(Decrease) in Accrued Payroll Liability (721)
Increase in Deferred Revenue 106,614
Increase in Accrued Interest - 6,687
------------ -------------
Net Cash Provided by Operating Activities 1,062,413 161,597
Cash Flows from Investing Activities
Purchase of Fixed Assets (610,730) (243,192)
------------ -------------
Net Cash Flows Used in Investing Activities (610,730) (243,192)
F-5
GLOBAL ENTERTAINMENT HOLDINGS/EQUITIES, INC. & SUBSIDIARIES
Statements of Cash Flows (Unaudited)
For the Six Months Ended June 30,
2002 2001
------------ -------------
Cash Flows from Financing Activities
Increase (Decrease) in Notes Payable (365,404) 49,765
Increase (Decrease) in Line of Credit (44,852) -
Increase (Decrease) in Capital Lease Liabilities - (8,426)
Payment of Long Term Debt - (40,073)
------------ -------------
Net Cash Used in Financing Activities (410,256) 1,266
Increase (Decrease) in Cash & Cash Equivalents 41,427 (80,329)
Cash & Cash Equivalents at Start of Period 189,091 164,455
------------ -------------
Cash & Cash Equivalents at End of Period 230,518 84,126
============ =============
See accompanying summary of accounting principles and notes to consolidated
Financial Statements.
F-6
GLOBAL ENTERTAINMENT HOLDINGS/EQUITIES, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2002 AND 2001
(Unaudited)
NOTE 1 - GENERAL
The Company was incorporated on July 10, 1997, under the laws of the state of
Colorado using the name Masadi Resources, Inc. On February 10, 1998, Articles of
Amendments were filed changing the name to International Beverage Corporation.
Pursuant to a Merger Agreement dated August 27, 1998, International Beverage
Corporation merged with Global Entertainment Holdings/Equities, Inc., and
Subsequently the surviving corporation became known as Global Entertainment
Holdings/Equities, Inc. The purpose of the Corporation is to engage in any
Lawful act or activity for which corporations may be organized under the laws of
The State of Colorado.
Principles of Consolidation
The Company currently has two wholly owned subsidiaries; Interactive Gaming and
Wagering NV, (IGW), a Netherlands Antilles Corporation in Curacao, Netherlands
Antilles, and Prevail Online, Inc., (Prevail), a Colorado Corporation. IGW, is
engaged in the conception and creation of computer software programs for the
Gaming and wagering industry. Prevail, was purchased in August of 1999 and it is
Engaged in the creation and operation of websites and derives its revenues from
Banner advertising. The accompanying consolidated financial statements include
The accounts of the company and its wholly owned subsidiaries. Inter-company
Transactions and balances have been eliminated in consolidation
NOTE 2 - BASIS OF PRESENTATION
The unaudited financial statements included herein have been prepared in
accordance with generally accepted accounting principles for interim financial
Information and with the instructions to Form 10-QSB and Item 301(b) of
Regulation S-B. 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
of normal recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three and six months ended June 30,
2002 and 2001 are not necessarily indicative of the results that may be expected
For the years ended December 31, 2002 and 2001 The December 31, 2001 balance
sheet was derived from audited financial statements, but does not include all
disclosures required by generally accepted accounting principles.
Certain information and note disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been Condensed or omitted pursuant to such rules and regulations relating
to interim consolidated financial statements. For further information, the
statements should be read in conjunction with the financial statements and notes
thereto included in the Company's registration statement on Form 10KSB.
F-7
Shares of common stock issued by the Company for other than cash have been
assigned an amount equivalent to the fair value of the service or assets
received in exchange.
Start-up and organization costs are recorded in accordance with the provisions
of Statement of Position 98-5, "Reporting Costs of Start-up Activities" ("SOP
98-5"). SOP 98-5 requires that the costs of start-up activities, including
organization costs, be expensed as incurred.
The Company adopted Financial Accounting Standards (SFAS) No. 128, "Earnings Per
Share," which simplifies the computation of earnings per share requiring the
restatement of all prior periods. Basic earnings per share are computed on the
basis of the weighted average number of common shares outstanding during each
year. Diluted earnings per share are computed on the basis of the weighted
average number of common shares and dilutive securities outstanding. Dilutive
securities having an anti-dilutive effect on diluted earnings per share are
excluded from the calculation.
NOTE 3 - COMMITMENTS AND CONTINGENCIES
The Company, from time to time, may be subject to legal proceedings and claims
that arise in the ordinary course of its business. Currently, the Company is not
subject to any legal proceedings or other claims.
NOTE 4 - COST OF ROYALTIES
Royalty costs are allocated to Royalty Sales in Cost of Sales based on the
licensing fees paid for software as well as an allocation of Application
Development Time to maintain Royalty arrangements with existing clients.
F-8
ITEM 2. Management's Discussion and Analysis or Plan of Operation
Forward-Looking Information-General
This report contains a number of forward-looking statements, which reflect
the Company's current views with respect to future events and financial
performance including statements regarding the Company's projections, and the
interactive gaming industry. These forward-looking statements are subject to
certain risks and uncertainties that could cause actual results to differ
materially from historical results or those anticipated. In this report, the
words "anticipates", "believes", "expects", "intends", "future", "plans",
"targets" and similar expressions identify forward-looking statements. Readers
are cautioned to not place undue reliance on the forward-looking statements
contained herein, which speak only as of the date hereof. The Company makes no
obligation to publicly revise these forward-looking statements, to reflect
events or circumstances that may arise after the date hereof.
Additionally, these statements are based on certain assumptions that may
prove to be erroneous and are subject to certain risks including, but not
limited to, the Company's dependence on limited cash resources, and its
dependence on certain key personnel within the Company. Accordingly, actual
results may differ, possibly materially, from the predictions contained herein.
General Background of the Company
The Company generates operating revenues exclusively from its wholly owned
subsidiaries, IGW and Prevail. IGW and Prevail currently generate revenues from
three (3) primary sources:
(i) Licensing fees,
(ii) Monthly website hosting and maintenance fees, and
(iii) Royalties and advertising fees.
The Company intends to implement its business strategy by:
(1) Continuing to enhance and improve its technology;
(2) Seeking sales with unidentified companies that:
(a) Are in the Internet/Technology/Software based industries,
(b) Are financially stable,
(c) Have a seasoned management team, and
(d) Are efficiently staffed;
(3) Developing brand name recognition through cross marketing and
merchandising.
Results of Operations
The top line revenue of the Company is primarily derived from software
licensing and Website services for licensees (including royalties) generated by
the wholly owned subsidiary, Interactive Gaming & Wagering ("IGW") and
advertising and sponsorship revenues generated by the Company's other wholly
owned subsidiary, Prevail Online, Inc. ("Prevail").
2
During the last four years, the Company has generated its most significant
revenues during the months of August through December. Below are the percentages
of the Company's total annual revenue generated during these months:
1998 - 87%
1999 - 61%
2000 - 49%
2001 - 61%
Furthermore, 56% of IGW's Sportsbook Revenues for the 2001 fiscal year
were generated in the fourth quarter.
Revenues for the quarter ended June 30, 2002 increased 66% to $1,159,863
as compared to $697,586 for the quarter ended June 30, 2001.
Revenues for the six months ended June 30, 2002 increased 44% to
$2,592,098 compared to $1,799,839 for the six months ended June 30, 2001.
The reasons for the increased revenues for the two six month periods, are
primarily due to a 211% increase in Special Projects, also known as marketing
services, a 171% increase in software licensing fees from new clients and a 40%
increase in Royalty Income. This growth was achieved despite the economic
recession and lower earnings world wide, and the fact that the second quarter as
forecast for IGW is cyclically the lowest revenue season of the year.
Prevail's revenues were lower than expected due to a significant drop in
online traffic to its web portals compared to prior years. This is a result of a
decrease in the amount of pay-per- click traffic combined with poor ranking in
the search engines. Purchasing pay-per-click traffic as the main source is no
longer cost efficient. The sites are being redesigned and optimized for search
engine positioning and, as a result, traffic is expected to improve. Search
engine optimization takes time and results are expected to be slow.
Cost of goods sold for the three months ended June 30, 2002 were $373,070
compared to $113,500 for the three months ended June 2001. This increase of
$259,570, or 228%, is mainly attributable to the introduction of a method to
measure the allocation of application development to royalty revenues and the
associated cost of sales for existing royalty customers. The significant
increase is also attributable to the Special Project business (see discussion of
increased revenues above).
Operating expenses decreased slightly to $780,386 for the quarter ended
June 30, 2002 from $849,154 for the second quarter ended June 30 2001. However,
these expenses increased slightly to $1,511,778 for the six months ended June
30, 2002 from $1,465,228 the same period in 2001. This is due to lower spending
on advertising, marketing and less expenditures on unnecessary investor
relations programs. Expenses were down also due to the write-off recorded on the
Prevail Investment the previous year, absent this year. Expenses were not as
high also due to the later timing of hiring some new key staff in IGW Curacao
from the first to the second quarter.
3
Earnings before Interest, Taxes, Depreciation & Amortization (EBITDA)
increased to a positive $6,407 for the quarter ended June 30, 2002 from a net
loss of $265,068 for the second quarter ended June 30, 2001, an increase of
$271,475, which represents a 102% increase.
EBITDA for the six months ended June 30, 2002 increased to a positive
$340,092 from $45,659 for the six months ended June 30, 2001, an increase of
$294,433, or 644%.
The Company's net loss for the second quarter ended June 30, 2002 improved
to $355,966 from a net loss of $558,178 for the second quarter ended June 30,
2001, an increase of $202,212, or 36%.
For the six months ended June 30, 2002, the Company's net loss also
improved, to $371,441 from a net loss of $ 526,591 for the six months ended June
30, 2001, an increase of $155,150, or 29%.
The Company believes its existing products and aggressive marketing
strategy will expand its markets and attract new licensees. A new Sales
Directors was hired in the second quarter resulting in closed business.
Accordingly, the Company expects IGW licensing revenue growth to expand as
additional new operators are established. Additionally, IGW's royalties from
existing Licensees' Internet gaming operations are expected to increase on an
annual basis.
The Company has recently signed contracts with Global Internet Corporation
(GIC) to provide a casino, Sports Book and Horse Book, and rolled out a new
Horse Betting software product at two client locations: Betgameday.com and
VIPhorses.com. The Company anticipates signing up two (2) new licensees in the
third quarter of 2002.
Liquidity and Capital Resources
The Company's single largest source of revenue continues to come from one
licensee. This licensee accounts for approximately 53% of all IGW revenues for
the six months ended June 30, 2002.
As of June 30, 2002, this licensee owes a total of $753,669. This figure
is down from the balance at December 31, 2001 of $1,053,669, a reduction of
$300,000, or 28%. Management believes, based on the payment pattern so far, that
this receivable will be fully paid off by the end of the third quarter of 2003.
The majority of the receivables are from operating licensees, who have a
30-day term agreement for royalties.
Short term working capital (current assets less current liabilities)
decreased to $630,336 as of June 30, 2002, from $834,565 as of December 31,
2001, a decrease of $204,229.
Cash and liquid funds increased from $189,091 on December 31, 2001 to
$230,518 on June 30 2002, an improvement of $41,427.
4
Net cash provided by operating activities for the six months ended June
30, 2002 increased to $1,062,413, compared to net cash provided by operating
activities for the six months ended June 30, 2001 of $161,597. This increase is
primarily due to two factors. First, the Company, in particular IGW, recorded
increased depreciation associated with an increased investment in fixed assets
of $303,000 for the first six months of 2002 as compared to the same period of
2001. The purchases were primarily new software and server equipment. This
increase is consistent with the Company's long-term growth strategy. Second, the
increase is due to the accelerated payment schedule agreed with the Company's
largest licensee and a corresponding reduction in notes and fees receivable when
comparing the two periods.
The increase in net cash provided by operating activities enabled the
Company to raise its investment in fixed assets which resulted in an increase in
investing activities for the six months ended June 30, 2002, which totaled
$610,730, as compared to $243,192 for the first six months of 2001, an increase
of $367,538, or 151%. Also, the capitalization of proprietary software has
increased due to application development resources being allocated to software
development. This figure for IGW was $315,455 for the first six months of June
2002.
Although still in a positive cash and working capital situation, the
Company continues to seek outside financing, through either the sale of equity
or debt, and projects that in the third quarter, it will seek to obtain an
appropriate line of credit to support the seasonal fluctuations in the business.
PART II - OTHER INFORMATION
ITEM 4. Submission of Matters to a Vote of Security Holders.
On July 16, 2002, the Annual Meeting of the Shareholders of the Company
was held for the following purposes:
PROPOSAL NO. 1: Election of the Board of Directors until the next Annual
Shareholders Meeting or until their respective successors are
elected and qualify. The number of votes cast for each nominee
was sufficient for all to be elected.
BROKER
FOR AGAINST WITHHELD NON-VOTES
--- ------- -------- ---------
Bryan Abboud 6,209,233 0 2,281,944 0
Thomas Glaza 6,208,733 0 2,282,444 0
Dave Stein 6,208,733 0 2,282,444 0
James Doukas 6,208,733 0 2,282,444 0
5
PROPOSAL NO. 2: Ratification of the employment of Kane, Hoffman & Danner, P.A.
as the Company's independent auditor for the fiscal year
ending December 31, 2002. The number of votes required for
this proposal to pass was 4,245,589 and the total number of
votes cast for this proposal was 6,183,017, therefore, the
proposal passed.
BROKER
FOR AGAINST WITHHELD NON-VOTES
--- ------- -------- ---------
6,183,017 0 2,308,160 0
ITEM 6. Exhibits and Reports on Form 8-K.
1. Exhibits. Exhibits required to be attached by Item 601 of Regulation S-B
are listed in the Index to Exhibits beginning on page 7 of this Form 10-QSB,
which is incorporated herein by reference.
2. A Form 8-K was filed on June 14, 2002 to report a change of the Company's
certifying accountants from Clyde Bailey, PC to Kane, Hoffman & Danner, PA.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, as amended, the Registrant has duly caused this Quarterly
Report on Form 10-QSB to be executed on its behalf by the undersigned, hereunto
duly authorized.
Global Entertainment Holdings/Equities, Inc.
/s/ Jonathan Shatz
- ---------------------------------
Jonathan Shatz, CFO
August 13, 2002
6
INDEX TO EXHIBITS
Exhibits marked with an asterisk have been filed previously with the
Commission and are incorporated herein by reference.
EXHIBIT PAGE
NO. NO. DESCRIPTION
3.1 * Articles of Incorporation
3.2 * Bylaws
99.1 8 Certification Pursuant To 18 U.S.C. Section 1350, As
Adopted Pursuant To Section 906 of the Sarbanes-Oxley
Act of 2002.
99.2 9 Certification Pursuant To 18 U.S.C. Section 1350, As
Adopted Pursuant To Section 906 of the Sarbanes-Oxley
Act of 2002.
7
Exhibit 99.1
Certification Pursuant to
18 USC, Section 1350, as Adopted Pursuant to
Sections 302 and 906 of the Sarbanes-Oxley Act of 2002
In connection with the Quarterly Report of Global Entertainment
Holdings/Equities, Inc. (the "Company") on Form 10- QSB for the quarter ended
June 30, 2002 (the "Report"), as filed with the Securities and Exchange
Commission, on the date hereof, I, Jonathan Shatz, Chief Financial Officer of
the Company, certify to the best of my knowledge, pursuant to 18 USC 1350, as
adopted pursuant to '302 and promulgated as 18 USC 1350 pursuant to '906 of the
Sarbanes-Oxley Act of 2002, that:
The Report referenced above has been read and reviewed by the undersigned.
The Report fully complies with the requirements of Section 13(a) or 15(d)
of the Securities Exchange Act of 1934.
The Report referenced above does not contain any untrue statement of a
material fact or omit to state a material fact necessary in order to makes
the statements made, in light of the circumstances under which such
statements were made, not misleading.
I acknowledge that the management of the Company is solely responsible for
the fair presentation in the financial statements of the financial
position, results of operations and cash flows of the Company in
conformity with accounting principles generally accepted in the United
States of America.
Based upon my knowledge, the financial statements, and other such
financial information included in the report, fairly present the financial
condition and results of operations of the Company as of and for the
period ended June 30, 2002.
In my opinion, the accompanying interim financial statements, prepared in
accordance with the instructions for Form 10-QSB, are unaudited and
contain all material adjustments, consisting only of normal recurring
adjustments necessary to present fairly the financial condition, results
of operations and cash flows of the Company for the respective interim
periods presented. The current period results of operations are not
necessarily indicative of results which ultimately will be reported for
the full fiscal year ending December 31, 2002.
Additionally, I acknowledge that the Company=s Board of Directors and
Management are solely responsible for adopting sound accounting practices,
establishing and maintaining a system of internal control and preventing
and detecting fraud. The Company's system of internal accounting control
is designed to assure, among other items, that 1) recorded transactions
are valid; 2) valid transactions are recorded; and 3) transactions are
recorded in the proper period in a timely manner to produce financial
statements which present fairly the financial condition, results of
operations and cash flows of the Company for the respective periods being
presented.
/s/ Jonathan Shatz
- ------------------------
Jonathan Shatz
Chief Financial Officer
Dated: August 8, 2002
8
Exhibit 99.2
Certification Pursuant to
18 USC, Section 1350, as Adopted Pursuant to
Sections 302 and 906 of the Sarbanes-Oxley Act of 2002
In connection with the Quarterly Report of Global Entertainment
Holdings/Equities, Inc. (the "Company") on Form 10- QSB for the quarter ended
June 30, 2002 (the "Report"), as filed with the Securities and Exchange
Commission, on the date hereof, I, Bryan Abboud, Chief Executive Officer of the
Company, certify to the best of my knowledge, pursuant to 18 USC 1350, as
adopted pursuant to '302 and promulgated as 18 USC 1350 pursuant to '906 of the
Sarbanes-Oxley Act of 2002, that:
The Report referenced above has been read and reviewed by the undersigned.
The Report fully complies with the requirements of Section 13(a) or 15(d)
of the Securities Exchange Act of 1934.
The Report referenced above does not contain any untrue statement of a
material fact or omit to state a material fact necessary in order to makes
the statements made, in light of the circumstances under which such
statements were made, not misleading.
I acknowledge that the management of the Company is solely responsible for
the fair presentation in the financial statements of the financial
position, results of operations and cash flows of the Company in
conformity with accounting principles generally accepted in the United
States of America.
Based upon my knowledge, the financial statements, and other such
financial information included in the report, fairly present the financial
condition and results of operations of the Company as of and for the
period ended June 30, 2002.
In my opinion, the accompanying interim financial statements, prepared in
accordance with the instructions for Form 10-QSB, are unaudited and
contain all material adjustments, consisting only of normal recurring
adjustments necessary to present fairly the financial condition, results
of operations and cash flows of the Company for the respective interim
periods presented. The current period results of operations are not
necessarily indicative of results which ultimately will be reported for
the full fiscal year ending December 31, 2002.
Additionally, I acknowledge that the Company=s Board of Directors and
Management are solely responsible for adopting sound accounting practices,
establishing and maintaining a system of internal control and preventing
and detecting fraud. The Company's system of internal accounting control
is designed to assure, among other items, that 1) recorded transactions
are valid; 2) valid transactions are recorded; and 3) transactions are
recorded in the proper period in a timely manner to produce financial
statements which present fairly the financial condition, results of
operations and cash flows of the Company for the respective periods being
presented.
/s/ Bryan Abboud
- -------------------------
Bryan Abboud
Chief Executive Officer
Dated: August 8, 2002
9