U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[x] Quarterly Report under Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended September 30, 2003
- ---------------------------------------------------------------------------
[ ] Transition Report under Section 13 or 15(d)of the Exchange Act For the
Transition Period from ________ to ___________
- ---------------------------------------------------------------------------
Commission File Number: 000-49795
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World Information Technology, Inc.
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(Name of small business issuer in its charter)
Nevada 80-0001653
------------------------------- ---------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
500 N. Rainbow, Suite 300 Las Vegas, NV 89107
------------------------------------------ --------------
(Address of principal executive offices) (zip code)
Issuers telephone number: (702) 221-1952
----------------
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the past 12
months (or 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 [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS
Check whether the Registrant filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Exchange Act
after the distribution of securities under a plan confirmed by a court.
Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
1
Common Stock, $0.001 par value per share, 60,000,000 shares authorized,
39,965,392 issued and outstanding as of September 30, 2003. Preferred Stock,
$0.001 par value per share, 15,000,000 shares authorized, none issued nor
outstanding as of September 30, 2003.
Traditional Small Business Disclosure Format (check one)
Yes [ ] No [X]
12
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheet (unaudited)............... 3
Consolidated Statements of Operations (unaudited).... 4
Consolidated Statements of Cash Flows (unaudited).... 5
Notes to Financial Statements........................6-7
Item 2. Management's Discussion and Analysis of Plan
of Operation......................................... 8
Item 3. Controls and Procedures..............................14
PART II. OTHER INFORMATION
Item 1. Legal Proceedings....................................15
Item 2. Changes in Securities and Use of Proceeds............15
Item 3. Defaults upon Senior Securities......................15
Item 4. Submission of Matters to a Vote
of Security Holders..................................15
Item 5. Other Information....................................15
Item 6. Exhibits and Reports on Form 8-K.....................16
Signatures.....................................................17
2
World Information Technology, Inc
Consolidated Balance Sheet
(Expressed in US dollars, unless otherwise stated)
(Unaudited)
SEPTEMBER 30,
2003
------------
ASSETS
Cash and equivalents $ 2,059,000
Short-term investments
Trade accounts receivable, net of allowance for doubtful
accounts of $1,366,353 3,405,000
Inventories 63,000
Other current assets 626,000
------------
Total current assets 6,153,000
------------
Long-term investments 5,290,000
Fixed assets, net 2,755,000
Other assets 75,000
------------
$ 14,273,000
============
LIABILITIES AND STOCKHOLDERS' EQUITY
Trade accounts payable 149,000
Notes payable 346,000
Income tax payable 2,126,500
Accrued expense 170,000
Other payables and customer deposits 116,000
------------
Total current liabilities 2,907,500
------------
Deferred revenue 372,000
Other liabilities 360,000
------------
3,639,500
------------
Minority interest (850,000)
-------------
STOCKHOLDERS' EQUITY
Series A preferred stock, $.001 par value,
5,000,000 shares authorized, zero
share issued and outstanding -
Series B preferred stock, $.001 par value,
5,000,000 shares authorized, zero
share issued and outstanding -
Series C preferred stock, $.001 par value,
5,000,000 shares authorized, zero
share issued and outstanding -
Common stock, $0.001 par value, 60,000,000
shares authorized, 39,965,392
shares issued and outstanding 40,000
Additional paid-in capital 5,461,000
Minority interest
Retained earnings 5,816,500
Accumulated other comprehensive income -
foreign currency translation adjustment 166,000
-------------
11,483,500
-------------
$ 14,273,000
=============
The accompanying notes are an integral part of these financial statements
3
World Information Technology, Inc
Consolidated Statements of Operations
(Expressed in US dollars, unless otherwise stated)
(Unaudited)
For the nine months ended For the three months ended
September 30, September 30,
-------------------------- -------------------------
2003 2002 2003 2002
------------ ----------- ------------ ----------
Net sales $6,781,000 $3,296,000 $3,250,000 $2,110,000
Cost of goods sold 65,000 72,000 15,000 21,000
---------- ---------- ---------- -----------
Gross profit 6,716,000 3,224,000 3,235,000 2,089,000
Bad debt expense 465,000 564,000 - 438,000
Selling, general and
administrative 1,389,000 385,000 481,000 104,000
Net income before
---------- ---------- ---------- -----------
income taxes 4,862,000 2,275,000 2,754,000 1,547,000
Other income or (losses) 136,000 2,000 (4,000) 25,000
Income tax expense 1,215,500 569,000 688,500 355,500
---------- ---------- ---------- -----------
Net income $3,646,500 $1,708,000 $ 2,061,500 $1,216,500
========== ========== =========== ===========
Weighted average number of
common shares
outstanding - basic 35,962,751 34,811,048 38,228,602 34,811,048
========== ========== =========== ===========
Net income per share - basic $ 0.10 $ 0.05 $ 0.05 $ 0.03
========= ========== =========== ===========
Weighted average number of
common shares outstanding -
fully diluted 36,100,884 34,811,048 38,565,559 34,811,048
========== ========== =========== ===========
Net income per share -
fully diluted $ 0.10 $ 0.05 $ 0.05 $ 0.03
========== ========== =========== ===========
The accompanying notes are an integral part of these financial statements
4
World Information Technology, Inc
Consolidated Statements of Cash Flow
(Expressed in US dollars, unless otherwise stated)
(Unaudited)
For the nine months ended
September 30,
-------------------------
2003 2002
----------- ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 3,646,500 $ 640,500
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation and amortization expense 101,000 69,000
Unrealized loss on short-term investments 87,000 94,000
Loss on disposal of investments 90,000 -
Provision of bad debt expense 465,000 126,000
Change in assets and liabilities:
Accounts receivable ( 77,000) 220,500
Notes receivable 175,000 -
Inventories ( 29,000 ( 2,000)
Other current assets ( 534,000) ( 52,000)
Other assets ( 16,000) -
Notes payable ( 696,000) ( 47,000)
Trade accounts payable 145,000 2,000
Income tax payables 1,948,500 7,000
Other current liabilities ( 1,362,800) ( 216,000)
Deferred revenue 154,000 62,000
Other liabilities 356,000 14,000
Minority interest 850,000 -
------------- ------------
Net cash provided by (used in)
operating activities 5,304,000 918,000
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CASH FLOWS FROM INVESTING ACTIVITIES:
(Increase) decrease in short-term
investments, net 204,000 ( 21,000)
(Increase) decrease in long-term
investments Net cash provided (used)
by investing activities ( 3,469,000) ( 896,000)
-------------- -------------
Net cash provided by (used) by
investing activities ( 3,265,000) ( 917,000)
-------------- -------------
Net increase (decrease) in cash and equivalents 2,039,000 1,000
CASH FLOWS FROM FINANCING ACTIVITIES:
(Increase) minority interest 850,000 -
-------------- -------------
Net cash provided (used) by financing activities 850,000 -
-------------- -------------
Net increase (decrease) in cash and equivalents 2,039,000 1,000
Cash and equivalents at beginning of the period 20,000 60,000
Cash and equivalents at end of the period $ 2,059,000 $ 61,000
============== ============
SUPPLEMENTAL DISCLOSURES
Cash paid during the year for interest $ - $ -
============== ============
Cash paid during the year for income taxes $ - $ -
============== ============
The accompanying notes are an integral part of these financial statements
5
World Information Technology, Inc.
Notes
Note 1 - Basis of Presentation
The consolidated interim financial statements included herein, presented in
accordance with United States generally accepted accounting principles and
stated in US dollars, have been prepared by the Company, without audit,
pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote 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, although the Company believes that the disclosures are
adequate to make the information presented not misleading.
These statements reflect all adjustments, consisting of normal recurring
adjustments, which, in the opinion of management, are necessary for fair
presentation of the information contained therein. It is suggested that these
consolidated interim financial statements be read in conjunction with the
financial statements of the Company for the year ended December 31, 2002 and
notes thereto included in the Company's 10-KSB annual report. The Company
follows the same accounting policies in the preparation of interim reports.
Results of operations for the interim periods are not indicative of annual
results.
NOTE 2 - Short term investment
As of December 31, 2002, short-term investments totaled $204,000. The Company
recognized the loss of $87,000 from the sale of short-term investments in 2003.
It was offset by the reserve for loss on decline of market value. The
remaining balance of short-term investment is $46,000, of which the entire
$46,000 was reserved as of September 30, 2003.
NOTE 3 - Accounts receivable
Accounts receivable totaled $4,771,000 and allowance for doubtful accounts
totaled $1,366,000 as of September 30, 2003.
NOTE 4 - Deferred revenue
Deferred revenue at September 30, 2003 totaled $372,000.
NOTE 5 - Equity
On August 12, 2003, the Company's board of directors approved a two-for-one
forward stock split of the common stock. The number of shares issued and
outstanding during the periods reported have been retroactively adjusted to
reflect the stock split.
6
World Information Technology, Inc.
Notes
NOTE 5 - Equity (Continued)
- ---------------------------
On July 2, 2003 the Company issued 70,000 shares of common stock, subject to
adjustment (including the stock split described above) to Charterbridge
Financial Group Inc. for a Financial and Public Relations Agreement with
Charterbridge Financial Group.
On July 2, 2003 the Company issued 100,000 shares of common stock, subject to
adjustment (including the stock split described above) to May Davis Group for
an Advisory and Investment Banking Agreement with May Davis Group.
On July 14, 2003, the Company issued 5,054,344 (adjusted for the share split
in Note 7 above) shares of common stock under Rule Regulation S to 382
individuals in exchange for the remaining 19.25% ownership in World
Information China.
NOTE 6 - Notes Payable
On July 1, 2003 the Company obtained a line of credit loan not to exceed
$500,000.00 (five hundred thousand dollars), approved by the board of
directors, from Pacific Commercial Group LLC ("Pacific"). For each draw,
the borrower will issue a convertible promissory note. The convertible
promissory notes will bear a 6% interest rate per year through its maturity
date of December 1, 2004. The promissory note is convertible into shares of
common stock of the Company at $4.00 per share or 50% of the closing bid
price on the conversion date, whichever is least price yielding the most
shares, subject to adjustment (including the stock split described above).
As of September 30, 2003, the Company had borrowed $414,000 from this Note.
On October 24, 2003, Pacific sent notice to the Company to convert the Note to
common stock.
NOTE 7 - Reverse merger
On March 13, 2003, the Company, a State of Nevada publicly traded company,
formerly EZ Travel, Inc. ("WRLT"), effected a Merger and Reorganization
Agreement (the "Agreement") with World Information-China Taiwan private
company ("World China"). Pursuant to the Agreement, WRLT acquired 80.75% of
the outstanding common stock of the World China. As consideration for the
shares, WRLT transferred 27,611,048 (post split adjusted per Note 7 below)
shares of its $0.001 par value common stock. The acquisition was accounted
for using the purchase method of accounting as applicable to reverse
acquisitions because the former stockholders of the World China controlled
the WRLT's common stock immediately upon conclusion of the transaction. Under
reverse acquisition accounting, the post-acquisition entity was accounted for
as a recapitalization of the Company.
7
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATIONS
This quarters results indicate that World Information's strategic initiatives
to attract membership in mainland China and provide them a broad service
offering is meeting our expectations. Our growth initiatives, fueled by the
strength of our growing member marketing and sales force are exceeding our
membership targets. This combined with our product development plan, we feel
that the Company is properly positioned to manage and sustain high growth in
the challenging environment of the Taiwan and mainland China markets.
World Info China continues to introduce more value-added member
services and strengthen and expand the number of affinity programs and
affiliate management tools that it offers. Management believes that its
focus on the needs of its users and enhancing their experience within the
World Info China's website community will produce continued growth in, and
foster loyalty among, its membership base. Management believes that a large
and growing base of committed users organized on a contextual basis provides
advertisers and e-commerce merchants with an attractive market to target
promotion and sales of their products and services, thereby creating added
advertising and commerce revenue opportunities for World Info China.
World Info China's objective is to be the Republic of China's leading member-
created online community for people on the web. The Company has designed a
multi-level marketing program to recruit website hosting. World Info China's
strategies to achieve its objective to continue to increase the number of
users and concentrate on member affinity programs to maintain its position as
a leading provider of personal web sites and to continue to grow its
membership base include offering easier-to-use web-page publishing tools,
allowing its users to easily create and enhance personal web sites, including
the integration of e-commerce opportunities and World Info China affiliate
programs, promoting http://www.24hh.com, its home website as a destination
point on the web by augmenting its existing distribution alliances and
launching brand-name promotional campaigns to drive both growth in membership
and traffic to its members' personal web sites.
We are executing strategies to carefully manage our resources to acquire new
members while prudently reinvesting in our business. We plan to invest
substantial capital in our Research and Development initiatives in the near
term. We are rapidly expanding our e-commerce offerings creating a one-stop
shop for our members. Our immediate plans include online video gaming, branded
lines of consumer products, health care products, cosmetics, videos, music and
entertainment propositions. We also plan to make several acquisitions to
complement our on-line shopping channels and increase our product offering and
create immediate revenue streams.
8
The Company received a firm commitment for more than $20 Million of private
funding to support the acquisition of unlisted state-owned China companies.
China recently announced that it will open its state-owned firms wider to
foreign investment to be more competitive under it's World Trade Organization
membership. China's State Asset Regulatory Commission believes that bringing
foreign investors into state firms through mergers and acquisitions will help
improve performance and spur the inflow of foreign funds. World Information
is rapidly expanding its e-commerce offerings to create a broader one-stop
for its members and our immediate plans include online video gaming, branded
lines of consumer products, health care products, cosmetics, videos, music
and entertainment propositions. Management plans to make acquisitions to
complement its online shopping channels and increase our product offerings.
With the closing of this funding combined with the improved regulatory
environment, we have the opportunity to acquire some targeted entities that
will accelerate our business plan and expand our market depth. We are very
active in our negotiations with some entities that can meet our criteria and
these regulatory policy statements are very timely.
To attract new users to host their websites, World Info China established a
service enabling internet users to create their own web sites. The Company
strives to improve the online experience of its users. For example, the users
are provided with disk space for personal web sites, web-page publishing and
communication tools to create their own fully customized, multimedia-rich
content and e-mail, chat and bulletin board services. Users are offered an
opportunity to participate in commercial activities, which include affiliate
programs with major merchants. World Info China's objective is to be the
Republic of China's leading member-created online community for people on the
Web.
The management of World Info China feels confident that it will capture a good
portion of the market share in the near future with their current business
model and aggressive planning for the expected improvement in the economy.
With less Internet competition, the company hopes to achieve growth by setting
up China operations to capture the vast market that is just beginning to
flourish with the internet and e-commerce. World Info China plans to expand
its internet business globally.
The Company had no dilutive common stock equivalents such as stock options
or warrants as of September 30, 2003.
9
Results of Operations
- ---------------------
Consolidated net sales for the nine months ended September 30, 2003 were
$6,781,000 versus $3,296,000 for the same period last year. Net sales for the
nine month period increased by $3,485,000. For the Third Quarter ended September
30, 2003, the Company generated net sales of $3,250,000 versus $2,110,000 for
the same period last year. Expansion into mainland China accounted for the
majority of this increase. The entry into mainland China at the beginning of
the quarter was slow and began to accelerate in September.
Cost of goods sold, for the nine months ended September 30, 2003, as a
percentage of sales was approximately 0.9%, while in the same period for 2002
it approximated 2.2%. This decrease in cost of sales was primarily due to
economies of scale, through increased efficient use of company equipment.
Selling, general and administrative expenses increased from $385,000 in
2002 to $1,389,000 for the nine months ended September 30, 2003. Investment
banking related activities and product acquisition expenses in the US accounted
for substantially all the growth in additional overhead. Based on
increased revenues generated, management felt that the increase in selling,
general and administrative expenses were in line with its operations.
For the nine months ended September 30, 2003, the consolidated results of
operations reflected a net income after income taxes of $3,646,500 or $0.10 per
share. This compares to a net income of $1,708,000 or $0.05 per share for the
same period last year. For the Third Quarter ended September 30, 2003, the
consolidated results of operations reflected a net income after income taxes of
$2,061,500 or $0.05 per share. This compares to a net income of $1,216,500 or
$0.03 per share for the same period last year. Management believes its net
income figures met its expectations for the Quarter.
The management of World Info China feels confident that they will continue to
capture a good portion of the market share in the near future with the current
business model and aggressive planning for the expected improvement in the
economy. As internet based companies continue to close their operations,
this could mean less competition on the horizon. The Company is looking to
achieve high growth with the possibility of setting up China operations to
capture the Chinese market that is just beginning to flourish in internet and
e-commerce. Management cautions, that there are no assurances the company will
be able to duplicate these increased results in future Quarters. Failure to
expand the Company's customer base can have an adverse effect on the Company's
future.
Short-term investment
- ---------------------
As of December 31, 2002, short-term investments totaled $204,000. The Company
recognized the loss of $87,000 from the sale of short-term investments in 2003.
It was offset by the reserve for loss on decline of market value. The
remaining balance of short-term investment is $46,000, of which the entire
$46,000 was reserved as of September 30, 2003.
10
Liquidity and Capital Resources
- -------------------------------
On June 1, 2003, the Company entered into a Promissory Note with Vantage
Consulting Group, LLC ("Vantage") which had paid $250,000 of certain legal
fees on behalf of the Company and had provided consulting services to the
Company. The Line of Credit Promissory Note represented the accumulation of
money lent and services provided during that period. This action was later
adopted and approved by the Board of Directors of the Company on June 23,
2003. This Promissory Note became due and payable in full on June 23, 2003.
Also on June 23, 2003, the Company entered into an Equity-For-Debt Exchange
Agreement with Vantage for the exchange of $250,000 principal amount of the
Line of Credit Promissory note for warrants to purchase 1,000,000 shares
(adjusted for the August 14, 2003 two for one stock split) of common stock
of the Company at $0.25 (adjusted for the August 14, 2003 two for one stock
split) per share. A charge was incurred during the third quarter for the
$250,000 in legal expenses paid and the estimated Fair Market Value of the
consulting services performed, plus an additional $171,243 for the estimated
Fair Market Value of the warrants in excess of the Fair Market Value of the
legal and consulting expenses incurred.
On November 6, 2003, the Company entered into a Regulation S Purchase Agreement
with Aurora Two, LTD for a major funding transaction. The closing and the
valuation of the transaction is expected to be complete in early December 2003.
Company management believes that this transaction, when closed, will provide
sufficient working capital for the next eighteen months.
On July 1, 2003 the Company obtained a line of credit loan not to exceed
$500,000.00 (five hundred thousand dollars), approved by the board of directors,
from Pacific Commercial Group LLC ("Pacific"). For each draw, the borrower will
issue a convertible promissory note. The convertible promissory notes will bear
a 6% interest rate per year through its maturity date of December 1, 2004. The
promissory note is convertible into shares of common stock of the Company at
$4.00 per share or 50% of the closing bid price on the conversion date,
whichever is least price yielding the most shares, subject to adjustment
(including the stock split described above). As of the end of the period, 2003,
the Company had borrowed the full amount from this Note. On October 24, 2003,
Pacific sent notice to the Company to convert the Note to common stock.
Related Party Transactions
- --------------------------
Mr. Gary Morgan, the Company's Chairman and CEO, effective August 1, 2003,
is the majority shareholder in Vantage and Pacific and became a related party
as a result of his employment.
11
Market For Company's Common Stock
- ---------------------------------
The Company's Common Stock is traded on the OTC Bulletin Board under the
symbol "WRLT." A limited market exists for the trading of the Company's
common stock. During the Third Quarter ending September 30, 2003, there has
been limited trading activity in the Common Stock, however, there are no
assurances this trading activity will continue in the future for the Common
Stock.
There is currently no common stock of the Company which could be sold
under Rule 144 under the Securities Act of 1933 as amended or that the
registrant has agreed to register for sale by security holders.
Dividends
- ---------
Holders of common stock are entitled to receive such dividends as the board of
directors may from time to time declare out of funds legally available for the
payment of dividends. No cash dividends have been paid on our common stock, and
we do not anticipate paying any cash dividends on our common stock in the
foreseeable future.
12
Forward-Looking Statements
- --------------------------
This Form 10-QSB includes "forward-looking statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended. All statements, other
than statements of historical facts, included or incorporated by reference
in this Form 10-QSB which address activities, events or developments which
the Company expects or anticipates will or may occur in the future,
including such things as future capital expenditures (including the amount
and nature thereof), finding suitable merger or acquisition candidates,
expansion and growth of the Company's business and operations, and other
such matters are forward-looking statements. These statements are based
on certain assumptions and analyses made by the Company in light of its
experience and its perception of historical trends, current conditions and
expected future developments as well as other factors it believes are
appropriate in the circumstances. However, whether actual results or
developments will conform with the Company's expectations and predictions
is subject to a number of risks and uncertainties, general economic market
and business conditions; the business opportunities (or lack thereof) that
may be presented to and pursued by the Company; changes in laws or
regulation; and other factors, most of which are beyond the control of the
Company.
This Form 10-QSB contains statements that constitute "forward-looking
statements." These forward-looking statements can be identified by the use of
predictive, future-tense or forward-looking terminology, such as "believes,"
"anticipates," "expects," "estimates," "plans," "may," "will," or similar
terms. These statements appear in a number of places in this Registration and
include statements regarding the intent, belief or current expectations of
the Company, its directors or its officers with respect to, among other
things: (i) trends affecting the Company's financial condition or results of
operations for its limited history; (ii) the Company's business and growth
strategies; and, (iii) the Company's financing plans. Investors are cautioned
that any such forward-looking statements are not guarantees of future
performance and involve significant risks and uncertainties, and that actual
results may differ materially from those projected in the forward-looking
statements as a result of various factors. Factors that could adversely
affect actual results and performance include, among others, the Company's
limited operating history, potential fluctuations in quarterly operating
results and expenses, government regulation, technological change and
competition.
Consequently, all of the forward-looking statements made in this Form 10-QSB
are qualified by these cautionary statements and there can be no assurance
that the actual results or developments anticipated by the Company will be
realized or, even if substantially realized, that they will have the expected
consequence to or effects on the Company or its business or operations. The
Company assumes no obligations to update any such forward-looking statements.
13
Item 3. Controls and Procedures
As of the end of the period covered by this report, the Company conducted an
evaluation, under the supervision and with the participation of the principal
executive officer and principal financial officer, of the Company's disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934 (the "Exchange Act")). Based on this evaluation,
the principal executive officer and principal financial officer concluded that
the Company's disclosure controls and procedures are effective to ensure that
information required to be disclosed by the Company in reports that it files or
submits under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in Securities and Exchange Commission rules
and forms. There was no change in the Company's internal control over financial
reporting during the Company's most recently completed fiscal quarter that has
materially affected, or is reasonably likely to materially affect, the Company's
internal control over financial reporting.
14
PART II OTHER INFORMATION
ITEM 1. Legal Proceedings
The Company from time to time may be involved in litigation incident to the
conduct of its business. Certain litigation with third parties and present
and former shareholders of the Company are routine and incidental.
ITEM 2. Changes in Securities and Use of Proceeds
During the Quarter, the Company issued 5,154,344 shares to private consultants
completed its exchange agreement with World Info China Through the exchange of
shares, the Company acquired the remaining 19.25% of World Info China. World
Info China is now a wholly owned subsidiary of the Company.
On August 12, 2003, at the Company's annual shareholders meeting the Company
approved a two-for-one forward stock split of the common stock. This forward
stock split took effect on August 14, 2003.
ITEM 3. Defaults upon Senior Securities
None.
ITEM 4. Submission of Matters to a Vote of Security Holders
During the quarter ended September 30, 2003, no matters were submitted to the
Company's security holders.
ITEM 5. Other Information
Wei Kuo Hsu Lin and Yu-Chi Cheng resigned as board members. Pursuant to Nevada
NRS 78.335, their vacancies have been replaced by the approval of the existing
board. The following individuals serve as the Board of Directors of the
company: Gary Morgan (Chairman and Director), Edward Wen (Secretary and
Director), Tsih-Hao Jung, Shyng-Jiann Lin, Ching-Hsiang Ho, Guo Hai Xia
(Treasurer and Director), Mei-Ling Hsu.
15
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit
Number Title of Document
--------------------------------------------
31.1 Certifications of the Chief Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
31.2 Certifications of the Chief Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
32.1 Certifications of Chief Executive Officer pursuant to
18 U.S.C. Section 1350 as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002
32.2 Certifications of Chief Financial Officer pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
(b) Reports on Form 8-K
The Company filed a Current Report dated August 12, 2003, pursuant to Item 5
("Other Events"), entitled "Results of Annual Shareholders Meeting;" and, Item
7. ("Exhibits"), entitled "Employment Agreement."
The Company filed a Current Report dated August 15, 2003, pursuant to Item 5
("Other Events"), entitled "Asset Sale Agreement;" and, Item 7. ("Exhibits"),
entitled "Asset Sale Agreement."
16
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
WORLD INFORMATION TECHNOLOGY, INC.
----------------------------------
Registrant
Dated: November 24, 2003
By: /s/ Gary Morgan
----------------------------------
Gary Morgan
Chief Executive Officer
In accordance with the Exchange Act, this report has been signed below by
the following persons on behalf of the Registrant and in the capacities and
on the dates indicated.
Dated: November 24, 2003
By: /s/ Gary Morgan
----------------------------------
Gary Morgan
Chief Executive Officer
17