SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10QSB
Quarterly Report under Section 13 or 15(d) of
the Securities Exchange Act of 1934
For Quarter Ended Commission File Number
- ------------------ ----------------------
0-30145
September 30, 2002 33-41063-A
GLOBAL ASSETS & SERVICES, INC.
--------------------------------------
(Exact name of registrant as specified in its charter)
Florida 59-3723328
- ------------------------------------ --------------------------
State or Other Jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
3816 W. Linebaugh Ave., Suite 200, Tampa, FL, 33624
- --------------------------------------------------------
(Address of principal Executive Offices Zip Code)
Registrant's telephone number, including area code: (813) 964-1300
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 the filing
requirements for at least the past 90 days.
Yes X No
----- -----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
19,247,767 as of September 30, 2002
GLOBAL ASSETS & SERVICES, INC.
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
SEPTEMBER 30, 2002
(UNAUDITED)
ACCOUNTANT'S REVIEW REPORT
Certified Public Accountants
9175 East Kenyon Ave., Suite 100
Denver, Colorado 80237
Michael B. Johnson C.P.A. Telephone: (303) 796-0099
Member: A.I.C.P.A. Fax: (303) 796-0137
Colorado Society of C.P.A.s
Board of Directors of
Global Assets and Services, Inc.
Tampa, FL
We have reviewed the accompanying balance sheet for Global Assets & Services,
Inc. (a development stage company) for September 30, 2002 and the related
statements of operations for the three and nine-months ended September 30, 2002
and 2001 and for the period from May 25, 1988 (inception) to September 30, 2002
and cash flows for the nine-months ended September 30, 2002 and 2001 and for the
period from May 25, 1988 (inception) to September 30, 2002, included in the
accompanying Securities and Exchange Commission 10-QSB for the period ended
September 30, 2002. These financial statements are the responsibility of the
Company's management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with auditing standards generally accepted in the United States, the objective
of which is the expression of an opinion regarding the financial statements
taken as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are unaware of any material modifications that should be
made to the accompanying financial statements for them to be in conformity with
accounting principles generally accepted in the United States.
We have previously audited, in accordance with auditing standards generally
accepted in the United States, the balance sheet as of December 31, 2001, and
the related statements of operations, stockholders' equity and cash flows for
the year then ended (not presented herein). In our report dated April 18, 2002,
we expressed an unqualified opinion on those financial statements. In our
opinion, the information set forth in the accompanying balance sheet as of
September 30, 2002 is fairly stated in all material respects in relation to the
balance sheet from which it has been derived.
Michael Johnson & Co., LLC
Denver, CO
November 14, 2002
/s/Michael Johnson & Co., LLC
GLOBAL ASSETS AND SERVICES, INC.
(A Development Stage Company)
Balance Sheets
(Unaudited)
September 30, December 31,
2002 2001
------------------ ------------------
ASSETS:
Current assets:
Cash $ 12,853 $ 100
------------------ ------------------
Total current assets 12,853 100
------------------ ------------------
Other assets:
Intangible asset 656,250 -
------------------ ------------------
Total other assets 656,250 -
------------------ ------------------
TOTAL ASSETS $ 669,103 $ 100
================== ==================
LIABILITIES AND STOCKHOLDERS' EQUITY:
Current Liabilities:
Accounts Payable and Accrued Liabilities $ 7,869 $ 36,162
------------------ ------------------
Total Current Liabilities 7,869 36,162
------------------ ------------------
Stockholders' Equity:
Common Stock, $.001 Par Value, 100,000,000 shares
authorized, 19,247,767 shares issued and outstanding 19,247 7,797
Additional Paid-In Capital 1,174,553 204,566
Deficit accumulated during the development stage (532,566) (248,425)
------------------ ------------------
Total Stockholders' Equity (Deficit) 661,234 (36,062)
------------------ ------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 669,103 $ 100
================== ==================
See Accountants Review Report
May 25, 1988
Three-Months Ended Nine-Months Ended (Inception) to
September 30, September 30, September 30,
2002 2001 2002 2001 2002
---- ---- ---- ---- ----
Revenue
Revenue $ - $ - $ - $ - $ 846,545
(Less) Cost of Sales - - - - (336,524)
---------- --------- ---------- --------- ----------
Total Income - - - - 510,021
Operating Expenses
Doubtful Accounts - - - - 34,469
Consultant Fees 221,250 - 236,296 - 578,475
Legal & Accounting 18,391 - 28,391 - 107,083
Advertising - - - - 14,542
Interest Expense - - - - 8,577
Telephone 159 - 159 - 26,401
Travel 5,000 - 5,000 - 5,000
Rent 1,457 - 8,665 - 51,335
Other General Expenses 582 - 5,630 - 220,726
---------- --------- ---------- --------- ----------
Total Expenses 246,839 - 284,141 - 1,046,608
---------- --------- ---------- --------- ----------
Net Loss From Operations (246,839) - (284,141) - (536,587)
---------- --------- ---------- --------- ----------
Other Income
Interest Income - - - - 4,021
---------- --------- ---------- --------- ----------
Net Loss $ (246,839) $ - $ (284,141) $ - $ (532,566)
========== ========= ========== ========= ==========
Per Share Information:
Weighted average number of
common shares outstanding 16,117,767 4,397,767 16,117,767 4,397,767
---------- --------- ---------- ----------
Net Loss per Common Share * * * *
========== ========= ========== ==========
* Less than $.01
See Accountants Review Report
GLOBAL ASSETS AND SERVICES, INC.
(A Development Stage company)
Statement of Stockholders' Equity (Deficit)
September 30, 2002
(Unaudited)
Deficit
Accumulated
Additonal During the
Preferred Stock Common Stock Paid-In Development
# of Shares Amount # of Shares Amount Capital Stage Totals
----------- ------ ----------- ------ ------- ----- ------
-
Balance December 31, 1995 - $ - 3,575,268 $ 3,575 $ 87,810 $ (132,399) $ (41,014)
Issuance for Merger 693,221 55,556,100 66,533 67 (67) - 55,556,100
Reverse Merger (486,754) (48,675,400) - - - - (48,675,400)
Deduction other assets - (6,763,122) - - - (6,763,122)
Net Loss for Year - - - - - (72,473) (72,473)
-------- ----------- --------- -------- --------- ---------- ----------
Balance - December 31, 1996 206,467 117,578 3,641,801 3,642 87,743 (204,872) 4,091
Preferred Stock to Common Stock (206,467) (117,578) 755,966 755 116,823 - -
Net Loss for year - - - - - (4,091) (4,091)
-------- ----------- --------- -------- --------- ----------- ----------
Balance - December 31, 1997 - - 4,397,767 4,397 204,566 (208,963) -
-------- ----------- --------- -------- --------- ----------- ----------
Balance - December 31, 1998 - - 4,397,767 4,397 204,566 (208,963) -
-------- ----------- --------- -------- --------- ----------- ----------
Balance - December 31, 1999 - - 4,397,767 4,397 204,566 (208,963) -
-------- ----------- --------- -------- --------- ----------- ----------
Balance - December 31, 2000 - - 4,397,767 4,397 204,566 (208,963) -
-------- ----------- --------- -------- --------- ----------- ----------
Stock issued for services 12/11 - - 3,400,000 3,400 - - 3,400
Net Loss for year - - - - - (39,462) (39,462)
-------- ----------- --------- -------- --------- ----------- ----------
Balance - December 31, 2001 - - 7,797,767 7,797 204,566 (248,425) (36,062)
-------- ----------- --------- -------- --------- ----------- ----------
Stock issued for cash 3/28 - - 20,000 20 7,980 - 8,000
Stock issued for services 3/28 - - 6,800,000 6,800 (3,400) - 3,400
Stock issued for services 4/2 - - 1,000,000 1,000 - - 1,000
Stock issued for services 6/18 - - 500,000 500 - - 500
Stock issued for services 7/12 - - 710,000 710 70,327 - 71,037
Stock issued for Asset
Acquistion 8/12 - - 1,750,000 1,750 654,500 - 656,250
Stock issued for services 8/12 - - 590,000 590 220,660 - 221,250
Stock issued for cash 9/18 - - 80,000 80 19,920 - 20,000
Net Loss for Period - - - - - (284,141) (284,141)
-------- ----------- ---------- -------- ---------- ----------- ----------
Balance - September 30, 2002 - $ - 19,247,767 $ 19,247 $1,174,553 $ (532,566) $ 661,234
See Accountants Review Report
GLOBAL ASSETS AND SERVICES, INC.
(A Development Stage Company)
Statement of Cash Flows
(Unaudited)
May 25, 1988
Nine-Months Ended (Inception) to
September 30, September 30,
2002 2001 2002
---- ---- ----
Cash Flows from Operating Activities:
Net Loss $(284,141) $ - $ (532,566)
Adjustments to reconcile net loss to cash
used in operating activities:
Increase (decrease) in accounts payable (28,293) - 7,869
Stocks issued for services 297,287 - 303,987
---------- ------- ----------
Net Cash Flows Used by Operating Activities (15,147) - (220,710)
---------- ------- ----------
Cash Flows from Financing Activities:
Issuance of Common Stock 28,000 - 233,563
--------- ------- ----------
Net Cash Flows Provided by Financing Activities 28,000 - 233,563
--------- ------- ----------
Net Increase (Decrease) in Cash 12,853 - 12,853
--------- ------- ----------
Cash and cash equivalents - Beginning of period - - -
--------- ------- ----------
Cash and cash equivalents - End of period $ 12,853 $ - $ 12,853
========= ======= ==========
Supplemental Disclosure of Cash Flow Information
Cash paid for Interest $ - $ - $ -
========= ======= ==========
Cash paid for Income Taxes $ - $ - $ -
========= ======= ==========
Non-Cash Transactions
Common stock issued for services $ 297,287 $ - $ 303,987
12,469,000 shares issued ========= ======= ==========
Common stock issued for Asset Acquistion $ 656,250 $ - $ 656,250
See Accountants Review Report
GLOBAL ASSETS AND SERVICESS, INC.
(A Development Stage Company)
Notes to Financial Statements
September 30, 2002
(Unaudited)
Note 1 - Presentation of Interim Information:
In the opinion of the management of Global Assets & Services, Inc., the
accompanying unaudited financial statements include all normal adjustments
considered necessary to present fairly the financial position as of September
30, 2002, and the results of operations for the three-months and nine-months
ended September 30, 2002 and 2001, and May 25, 1988 (inception) to September 31,
2002, and cash flows for the nine-months ended September 30, 2002 and 2001 and
May 25, 1988 (inception) to September 30, 2002. Interim results are not
necessarily indicative of results for a full year.
The financial statements and notes are presented as permitted by Form 10-QSB,
and do not contain certain information included in the Company's audited
financial statements and notes for the fiscal year ended December 31, 2001.
Note 2 - Purchase Agreement:
On September 30, 2002, a purchase agreement was signed with Tomigel & Junon to
purchase the license to distribute their products for 1,750,000 shares of common
stock at $.375 per share.
Note 3 - Subsequent Event:
On October 12, 2002, the Board of Directors authorized the issuance of 5,000,000
shares of common stock to various persons for consulting and management
services.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
- ------------------------------------------------------------------------------
of Operations
- -------------
The company re-commenced operations in early 2002, and has had no revenues
in 2002 but has incurred significant expenses to date in the start up of its
operations, and expects to continue losses on operations at current rates.
Results of Operations for the quarter ended September 30, 2002 compared to
--------------------------------------------------------------------------------
quarter ended September 30, 2001
- ------------------------------
The Company had no revenue for the period in 2002 or 2001. The company
incurred expenses totalling $246,839 in the quarter in 2002 compared to no
expenses in the quarter in 2001. The increased expenses in the quarter in 2002
consisted of $221,280 in consulting fees,legal and accounting of $18,391, travel
of $5,000 rent of $1,457 and miscellaneous expenses. The company had a net loss
of ($246,839) in the quarter in 2002 compared to no profit or loss in the
quarter in 2001. The company had a nominal loss per share in the quarter in 2002
and no profit/loss per share in the quarter in 2001.
Comparison of Operating Results for the Nine Months Ended September 30, 2002 and
--------------------------------------------------------------------------------
September 30, 2001
------------------
The Company had no revenues for the nine month period ended September 30 in
2002 or 2001. The Company incurred expenses in the period in 2002 of $284,141
compared to none in the period in 2001. The company incurred $15,046 in
consulting, $28,391 legal and accounting, $5,000 in travel $8,665 in rent, and
$5,630 in miscellaneous expenses in the period in 2002 compared to none in 2001
in the period. The company had a net loss of ($284,141) in the nine month period
in 2002 compared to no profit or loss in 2001. The net loss per share was
nominal for the period in 2002 and none in the period in 2001.
The company expects to continue to incur expenses for the forseeable future at a
similar rate as in the nine month period in 2002. It cannot predict revenues at
the date of this report.
Liquidity and Capital Resources
- -------------------------------
At September 2002, the Company had $12,853 cash and no other current assets
with which to conduct operations. The lack of liquidity or liquid assets raises
substantial doubt about the Company's ability to continue as a going concern
unless it is able to generate sufficient cash flows to meet its obligations and
sustain operations.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
- ------- -----------------
None
ITEM 2. CHANGES IN SECURITIES
- ------- ---------------------
On March 28, 2002 the company issued 20,000 shares of common stock
for $8,000 cash in a private placement.
ITEM 3. DEFAULT 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
-------- --------------------------------
8/K October 1, 2002
8/K August 21, 2002
Exhibit 99.14 Other Consent
GLOBAL ASSETS & SERVICES, INC.
(A Development Stage Company)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
GLOBAL ASSETS & SERVICES, INC.
Date: November 19, 2002 /s/ Bertram Cutler
-----------------------------------
Bertram Cutler, President, CEO- CFO