UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _____)
Globaltron Corporation
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(Name of Issuer)
Common Stock, par value $0.001 per share
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(Title of Class of Securities)
37941F 10 0
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(CUSIP Number)
Premium Quality Fund
c/o Maples & Calder
P.O. Box 309
Grand Cayman
Cayman Islands, British West Indies
Attn: John Dyke
(345)949-8066
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 27, 2000
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box |_|
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SCHEDULE 13D
CUSIP No. 37941F 10 0 Page 2 of 4 Pages
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NAME OF REPORTING PERSONS Premium Quality Fund
1 S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS N/A
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |X|(1)
(b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(D) OR 2(E) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands
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NUMBER OF 7 SOLE VOTING POWER 10,000,000
SHARES ---------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER 0
OWNED BY ---------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER 10,000,000
REPORTING ---------------------------------------------------
PERSON WITH 10 SHARED DISPOSITIVE POWER 0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON 10,000,000
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES |_|
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 34.3%
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14 TYPE OF REPORTING PERSON CO
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(1) The Reporting Person is a corporation that is owned by a trust, whose
trustee is Hamilton Trustees Limited (the "Trustee"). The Trustee is also the
trustee of a trust that owns Tremaine Trading Company, an Isle of Man
corporation.
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Page 3 of 4 Pages
Item 1. Security and Issuer
This statement on Schedule 13D ("Schedule 13D") relates to common stock, par
value $.001 ("Common Stock") of Globaltron Corporation, a Florida corporation
(the "Issuer"). The principal executive offices of the Issuer are located at 100
North Biscayne Boulevard, Suite 2500, Miami, Florida 33132.
Item 2. Identity and Background
(a)-(c). This Schedule 13D is filed by Premium Quality Fund (the "Reporting
Person"), a corporation organized under the laws of the Cayman Islands, having
its principal offices c/o Maples & Calder, P.O. Box 309, Grand Cayman, Cayman
Islands, British West Indies, Attention: John Dyke. The Reporting Person is
owned by a trust whose trustee is Hamilton Trustees Limited.
(d)-(e) During the last five years, the Reporting Person has not been convicted
in a criminal proceeding (excluding traffic violations or similar misdemeanors),
or been a party to a civil proceeding of a judicial or administrative body of
competent decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws.
(f) The Reporting Person is a corporation organized under the laws of the
Cayman Islands.
Item 3. Source and Amount of Funds or Other Consideration
The Reporting Person used personal funds to acquire the shares of Issuer Common
Stock from the Issuer. The Reporting Person paid $1.00 per share for each share
acquired (10,000,000 shares) for a total of $10.0 million pursuant to a
subscription agreement dated December 7, 2000 but effective as at December 28,
2000 (the "Subscription Agreement").
Item 4. Purpose of Transaction
In connection with the transaction, the Reporting Person acquired the Issuer
Common Stock as an investment pursuant to Regulation S of the Securities Act of
1933, as amended.
(a) The Reporting Person is not aware of any plans or proposals that relate
to or would result in the acquisition by any person of additional securities of
the Issuer or the disposition of securities of the Issuer.
(b) The Reporting Person is not aware of any plans or proposals that relate
to or would result in an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its subsidiaries.
(c) The Reporting Person is not aware of any plans or proposals that relate
to or would result in a sale or transfer of a material amount of assets of the
Issuer or of any of its subsidiaries.
(d) The Reporting Person is not aware of any other material change in the
Issuer's business or corporate structure, including but not limited to, if the
issuer is a registered closed-end investment company, any plans or proposals to
make any changes in its investment policy for which a vote is required by
Section 13 of the Investment Company Act of 1940.
(e) The Reporting Person is not aware of any plans or proposals that relate
to or would result in any material change in the present capitalization or
dividend policy of the Issuer other than as described herein.
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Page 4 of 4 Pages
(f) The Reporting Person is not aware of any other material changes in the
Issuer's business or corporate structure.
(g) The Reporting Person is not aware of any changes in the Issuer's charter,
bylaws or instruments corresponding thereto or other actions which may impede
the acquisition or control of the Issuer by any person.
(h) The Reporting Person is not aware of any plans or proposals that relate
to or would result in the securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized or to be quoted in an
inter-dealer quotation system of a registered national securities association.
(i) The Reporting Person is not aware of any plans or proposals that relate
to or would result in a class of equity securities of the Issuer becoming
eligible for termination of registration pursuant to Section 12(g)(4) of the
Act.
(j) The Reporting Person is not aware of any plans or proposals that relate
to or would result in any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer
(a) The Reporting Person owns 10,000,000 shares of the Issuer Common Stock,
which represents 34.3% of the Issuer's outstanding Common Stock.
(b) The Reporting Person has the sole power to vote and dispose of 10,000,000
shares of the Issuer Common Stock.
(c) Not applicable.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
Not applicable
Item 7. Material to Be Filed as Exhibits
Not applicable
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Premium Quality Fund
January 5, 2001
By: /s/ Henry D. Kardonski
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Henry D. Kardonski, Vice President
