SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10QSB/A
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, 2003 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.
31,497,767 as of September 30, 2003
GLOBAL ASSETS & SERVICES, INC.
(RESTATED)
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
FOR THE NINE-MONTHS ENDED SEPTEMBER 30, 2003
Michael Johnson & Co., LLC.
9175 Kenyon Ave., #100
Denver, CO 80237
Phone: 303-796-0099
Fax: 303-796-0137
(UNAUDITED)
ACCOUNTANT'S REVIEW REPORT
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, 2003 and the related
statements of operations for the three and nine-months ended September 30, 2003
and 2002 and for the period from May 25, 1988 (inception) to September 30, 2003
and cash flows for the nine-months ended September 30, 2003 and 2002 and for the
period from May 25, 1988 (inception) to September 30, 2003, included in the
accompanying Securities and Exchange Commission 10-QSB for the period ended
September 30, 2003. 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, 2002, and
the related statements of operations, stockholders' equity and cash flows for
the year then ended (not presented herein). In our report dated March 17, 2003,
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, 2003 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 19, 2003
August 3, 2004
F-1
GLOBAL ASSETS AND SERVICES INC.
(A Development Stage Company)
Balance Sheets
(Unaudited)
(Restated)
September 30, December 31,
2003 2002
------------------ ------------------
ASSETS:
Current assets:
Cash $ 1,999 $ 1,365
------------------ ------------------
Total current assets 1,999 1,365
------------------ ------------------
TOTAL ASSETS $ 1,999 $ 1,365
================== ==================
LIABILITIES AND STOCKHOLDERS' EQUITY:
Current Liabilities:
Accounts Payable and Accrued Liabilities $ 16,871 $ 7,869
Notes Payable - Shareholder 16,500 -
------------------ ------------------
Total Current Liabilities 33,371 7,869
------------------ ------------------
Stockholders' Equity:
Common Stock, $.001 Par Value, 100,000,000 shares
authorized, 31,497,767 shares issued and outstanding 31,497 24,192
in 2003, 24,192,767 shares outstanding in 2002.
Additional Paid-In Capital 3,004,653 2,320,958
Deficit accumulated during the development stage (3,067,522) (2,351,654)
------------------ ------------------
Total Stockholders' Equity (Deficit) (31,372) (6,504)
------------------ ------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 1,999 $ 1,365
================== ==================
See Accountants' Review Report
F-2
GLOBAL ASSETS AND SERVICES, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
May 25, 1988
Three-Months Ended Nine-Months Ended (Inception) to
September 30, September 30, September 30,
2003 2002 2003 2002 2003
---- ---- ---- ---- ----
Revenue
Revenue $ - $ - $ - $ - $ 846,545
(Less) Cost of Sales - - - - (336,524)
---------- ---------- ---------- ---------- -----------
Total Income - - - - 510,021
Operating Expenses
Doubtful Accounts - - - - 34,469
Consultant Fees - 221,250 268,299 236,296 1,699,811
Legal & Accounting 500 18,391 3,000 28,391 100,083
Advertising - - - - 14,542
Directors & Officers Fees - - 435,000 - 1,409,500
Interest Expense - - - - 8,577
Telephone 829 159 1,959 159 29,775
Travel - 5,000 - 5,000 7,500
Rent 1,125 1,457 3,998 8,665 51,094
Business Expenses 869 582 3,612 5,630 226,213
---------- ---------- ---------- ---------- -----------
Total Expenses 3,323 246,839 715,868 284,141 3,581,564
---------- ---------- ---------- ---------- -----------
Net Loss From Operations (3,323) (246,839) (715,868) (284,141) (3,071,543)
---------- ---------- ---------- ---------- -----------
Other Income
Interest Income - - - - 4,021
---------- ---------- ---------- ---------- -----------
Net Loss $ (3,323) $(246,839) $ (715,868) $(284,141) $(3,067,522)
========== ========== ========== ========== ===========
Per Share Information:
Weighted average number of
common shares outstanding 31,192,767 24,192,767 31,192,767 24,192,767
---------- ---------- ---------- ----------
Net Loss per Common Share * * * *
========== ========== ========== ==========
* Less than $.01
May 25, 1988
Nine-Months Ended (Inception) to
September 30, September 30,
2003 2002 2003
---- ---- ----
Cash Flows from Operating Activities:
Net Loss $(715,868) $(284,141) $(3,067,522)
Stocks issued for services 700,000 297,287 2,152,837
Adjustments to reconcile net loss to cash
used in operating activities:
Increase (decrease) in accounts payable 2 (28,293) 16,871
--------- --------- -----------
Net Cash Flows Used by Operating Activities (15,866) (15,147) (897,814)
--------- --------- -----------
Cash Flows from Financing Activities:
Proceeds from Notes Payable - Shareholder 16,500 - 16,500
Issuance of Stock for Asset Acquisition - - 656,250
Issuance of Common Stock - 28,000 227,063
--------- --------- -----------
Net Cash Flows Provided by Financing Activities 16,500 28,000 899,813
--------- --------- -----------
Net Increase (Decrease) in Cash 634 12,853 1,999
--------- --------- -----------
Cash and cash equivalents - Beginning of period 1,365 - -
--------- --------- -----------
Cash and cash equivalents - End of period $ 1,999 $ 12,853 $ 1,999
========= ========= ===========
Supplemental Disclosure of Cash Flow Information
Cash paid for Interest $ - $ - $ -
========= ========= ===========
Cash paid for Income Taxes $ - $ - $ -
========= ========= ===========
Non-Cash Transactions
Common stock issued for services $ 700,000 $ 297,287 $ 2,152,837
========= ========= ===========
See Accountants' Review Report
F-3
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,
2003 2002 2003
---- ---- ----
Cash Flows from Operating Activities:
Net Loss $(715,868) $(284,141) $(3,067,522)
Stocks issued for services 700,000 297,287 2,152,837
Adjustments to reconcile net loss to cash
used in operating activities:
Increase (decrease) in accounts payable 2 (28,293) 16,871
--------- --------- -----------
Net Cash Flows Used by Operating Activities (15,866) (15,147) (897,814)
--------- --------- -----------
Cash Flows from Financing Activities:
Proceeds from Notes Payable - Shareholder 16,500 - 16,500
Issuance of Stock for Asset Acquisition - - 656,250
Issuance of Common Stock - 28,000 227,063
--------- --------- -----------
Net Cash Flows Provided by Financing Activities 16,500 28,000 899,813
--------- --------- -----------
Net Increase (Decrease) in Cash 634 12,853 1,999
--------- --------- -----------
Cash and cash equivalents - Beginning of period 1,365 - -
--------- --------- -----------
Cash and cash equivalents - End of period $ 1,999 $ 12,853 $ 1,999
========= ========= ===========
Supplemental Disclosure of Cash Flow Information
Cash paid for Interest $ - $ - $ -
========= ========= ===========
Cash paid for Income Taxes $ - $ - $ -
========= ========= ===========
Non-Cash Transactions
Common stock issued for services $ 700,000 $ 297,287 $ 2,152,837
========= ========= ===========
See Accountants' Review Report
F-4
GLOBAL ASSETS AND SERVICES, INC.
(A Development Stage Company)
Statement of Stockholders' Equity (Deficit)
September 30, 2003
(Unaudited)
(Restated Statement)
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 1,980 - 2,000
Stock issued for
services 3/28 - - 6,800,000 6,800 673,200 - 680,000
Stock issued for
services 4/2 - - 1,000,000 1,000 99,000 - 100,000
Stock issued for
services 6/18 - - 500,000 500 49,500 - 50,000
Stock issued for
services 7/12 - - 710,000 710 70,327 - 71,037
Stock issued for
Asset Acquistion 8/12 - - 1,750,000 1,750 645,500 - 647,250
Stock issued for
services 8/12 - - 590,000 590 58,410 - 59,000
Stock issued for
cash 9/18 - - 80,000 80 19,920 - 20,000
Stock issued for
cash 10/15 - - 4,945,000 4,945 489,555 - 494,500
Net Loss for Year - - - - - (2,103,229) (2,103,229)
-------- ----------- ---------- ------- ---------- ----------- -----------
Balance - December 31, 2002 - - 24,192,767 24,192 2,311,958 (2,351,654) (15,504)
-------- ----------- ---------- ------- ---------- ----------- -----------
Stock issued for
services 1/15 - - 2,775,000 2,775 252,225 - 255,000
Stock issued for
services 3/11 - - 2,630,000 2,630 252,370 - 255,000
Stock issued for
services 4/20 - - 100,000 100 9,900 - 10,000
Stock issued for
services 5/28 - - 1,800,000 1,800 178,200 - 180,000
Loss for Period - - - - - (715,868) (715,868)
-------- ----------- ---------- ------- ---------- ----------- -----------
Balance - September 30, 2003 - $ - 31,497,767 $31,497 $3,004,653 $(3,067,522) $ (31,372)
======== =========== ========== ======= ========== =========== ===========
See Accountants' Review Report
F-5
GLOBAL ASSETS AND SERVICESS, INC.
(RESTATED)
(A Development Stage Company)
Notes to Financial Statements
September 30, 2003
(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, 2003, and the results of operations for the three-months and nine-months
ended September 30, 2003 and 2002, and May 25, 1988 (inception) to September 31,
2003, and cash flows for the nine-months ended September 30, 2003 and 2002 and
May 25, 1988 (inception) to September 30, 2003. 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, 2002.
Note 2 - Going Concern:
The Company's financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business.
The Company is in the development stage and has not earned any revenue from
operations. The Company's ability to continue as a going concern is dependent
upon its ability to develop additional sources of capital or locate a merger
candidate and ultimately, achieve profitable operations. The accompanying
financial statements do not include any adjustments that might result from the
outcome of these uncertainties. Management is seeking new capital to revitalize
the Company.
Note 3 - Restatement of Financials:
These financial statements have been restated to show the additional shares of
common stock issued by the Board, however, the amended minutes were not received
by the audit firm.
F-7
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 2003 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, 2003 compared to
- --------------------------------------------------------------------------
quarter ended September 30, 2002
- --------------------------------
The Company had no revenue for the period in 2003 or 2002. The company
incurred expenses totalling $3,323 in the quarter in 2002 compared to $246,839
in expenses in the quarter in 2002. The expenses in the quarter in 2003
consisted of legal and accounting of $500, rent of $1,125, and miscellaneous
expenses. The company had a net loss of ($3,323) in the quarter in 2003 compared
to a ($246,839) loss in the quarter in 2002. The company had a nominal loss per
share in the quarter in 2003 and and ($.01) in 2002.
Comparison of Operating Results for the Nine Months Ended September 30, 2003 and
- ------------------------------------------------------------------------------
September 30, 2002
- ------------------
The Company had no revenues for the nine month period ended September 30 in
2003 or 2002. The Company incurred expenses in the period in 2003 of $715,868
compared to $284,141 in the period in 2002. The company incurred $268,299 in
cunsulting, $435,000 in directors' and oficers' fees, $3,000 legal and
accounting, $3,998 in rent, and $3,612 in miscellaneous expenses in the period
in 2003 compared to $236,296 in consulting fees, $28,391 in legal and
accounting, $8,665 in rent, and $5,630 in miscellaneous expenses in 2002 in the
period. The company had a net loss of ($715,868) in the nine month period in
2003 compared a net loss of ($284,141) in 2002. The net loss per share was
($.02) for the period in 2003 and ($.01) in 2002.
The company expects to continue to incur expenses for the forseeable future at a
similar rate as in the nine month period in 2003. It cannot predict revenues at
the date of this report.
Liquidity and Capital Resources
- -------------------------------
At September 2003, the Company had $1,999 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.
Item 3. Controls and Procedures
- -------------------------------
The management of the company has evaluated the effectiveness of the issuer's
disclosure controls and procedures as of a date within 90 days prior to the
filing date of the report (evaluation date) and have concluded that the
disclosure controls and procedures are adequate and effective based upon their
evaluation as of the evaluation date.
There were no significant changes in internal controls or in other factors that
could significantly affect internal controls subsequent to the date of the most
recent evaluation of such, including any corrective actions with regard to
significant deficiencies and material weaknesses.
Trends: The company expects that the trend of no income and ongoing losses will
continue in the future until a business operation has been achieved which may
afford revenues and potential cash flows. No assurance can be made that any such
operation will ever occur.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
- ------- -----------------
None
ITEM 2. CHANGES IN SECURITIES
- ------- ---------------------
None
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
- -------- --------------------------------
Exhibits: 31 Sarbanes-Oxley Certification
32 Sarbanes-Oxley Certification
Reports on Form 8-K: 8/K October 23, 2003
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: August 9, 2004 By: /s/ Bertram Cutler
-------------------------------------
Bertram Cutler, President, CEO, & CFO