<PAGE>2
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES AND EXCHANGE ACT OF 1934
For the Quarter ended October 31, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT
For the transition period to
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Commission file number - 333-83231
GLOBAL FOODS ONLINE, INC.
Exact name of Registrant as specified in its charter)
NEVADA 95-4741485
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification Number)
520 North Kings Road, Suite 214
Los Angeles, CA 90048
(Address of principal executive offices) (Zip Code)
Telephone: 323-852-9877
(Registrant's telephone number, including area code)
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
and Exchange Act of 1934 during the preceding twelve months (or such
shorter period that the Registrant was required to file such reports),
and (2) has been subject to file such filing requirements for the past
thirty days.
Yes x No
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Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the close of the period covered by this
report:
6,931,960 Shares of Common Stock ($.001 par value)
(Title of Class)
Transitional Small Business Disclosure Format (check one):
Yes No x
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Global Foods Online, Inc.
PART I: Financial Information
ITEM 1 - Financial statements
ITEM 2 - Management's' discussion and analysis of
financial condition and results of operations
PART II: Other Information
ITEM 6 - Exhibits and Reports on Form 8-K
<PAGE>4
PART I
Item 1. Financial Statements:
Global Foods Online, Inc.
(A Development Stage Company)
Balance Sheet
October 31, 2000
(Unaudited)
ASSETS
<TABLE>
<CAPTION>
Current assets: 2000
<S> <C>
Cash $ 4,305
--------
Total current assets 4,305
Equipment, at cost net of
accumulated depreciation of $3,121 6,246
Deposit 1,897
--------
Total assets $ 12,448
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 16,844
Accrued expenses 13,900
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Total current liabilities 30,744
Notes payable - shareholders 5,000
Stockholders' equity:
Common stock, $.001 par value,
50,000,000 shares authorized, 6,931,960 shares
issued and outstanding 8,012
Additional paid in capital 932,086
(Deficit) accumulated during
development stage (963,394)
--------
(23,296)
--------
$ 12,448
</TABLE>
See accompanying notes to financial statements.
<PAGE>5
Global Foods Online, Inc.
(A Development Stage Company)
Statements of Operations
Three Months and Six Months Ended October 31, 2000 and 1999
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months Six Months Six Months Period From
Ended Ended Ended Ended Inception To
October 31, October 31, October 31, October 31, October 31,
2000 1999 2000 1999 2000
<S> <C> <C> <C> <C> <C>
Operating expenses $ 356,414 $ 53,300 $ 511,458 $ 115,437 $ 945,252
---------- ---------- ---------- ---------- ----------
(Loss from operations) and net (loss) (356,414) (53,300) (511,458) (115,437) (945,252)
Interest expense 5,475 - 10,950 - 13,900
--------- ---------- ---------- ---------- ----------
Net (loss) $ (361,889) $ (53,300) $ (522,408) $ (115,437) $ (959,152)
Per share information:
Basic and diluted (loss) per common share $ (0.05) $ (0.01) $ (0.07) $ (0.02) $ (0.30)
Weighted average shares outstanding 7,459,860 6,700,327 7,120,060 6,482,577 3,229,658
</TABLE>
See accompanying notes to financial statements.
<PAGE>6
Global Foods Online, Inc.
(A Development Stage Company)
Statements of Cash Flows
Six Months Ended October 31, 2000 and 1999
(Unaudited)
<TABLE>
<CAPTION>
Six Months Six Months Period From
Ended Ended Inception To
October 31, October 31, October 31,
2000 1999 2000
<S> <C> <C> <C>
Net income (loss) $ (522,408) $ (115,437) $ (959,152)
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 1,560 - 3,121
Common stock issued for services 264,400 - 498,450
Compensation value of discounted shares - - 3,500
Charge off of goodwill - - 8,000
Changes in assets and liabilities:
(Increase) in other assets - - (1,897)
Decrease in officer advance - 30,000 -
Increase in accounts payable and accrued expenses 13,320 3,201 26,600
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Total adjustments 279,280 33,201 537,774
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Net cash provided by (used in)
operating activities (243,128) (82,236) (421,378)
Investing activities:
Purchase of equipment - - (9,367)
--------- ----------- -------------
Net cash used in investing activities - - (9,367)
Financing activities:
Sale of common stock for cash 73,000 85,881 214,050
Proceeds from notes payable - - 219,000
Sale of common stock warrants - - 2,000
-------- ------------ -------------
Net cash provided by financing activities 73,000 85,881 435,050
Increase (decrease) in cash (170,128) 3,645 4,305
Cash and cash equivalents,
beginning of period 174,433 7,095 -
-------- ----------- ------------
Cash and cash equivalents,
end of period $ 4,305 $ 10,740 $ 4,305
</TABLE>
See accompanying notes to financial statements.
<PAGE>7
Global Foods Online, Inc.
Notes to Financial Statements
October 31, 2000
(Unaudited)
Basis of presentation
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim
financial information and with the instructions incorporated in Regulation
10-SB of the Securities and Exchange Commission. 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 adjustments and
accruals) considered necessary for a fair presentation have been included.
The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year. The
accompanying financial statements should be read in conjunction with the
Company's financial statements for the year ended April 30, 2000.
Basic loss per share was computed using the weighted average number of
common shares outstanding.
During the three months ended October 31, 2000, the Company sold an
aggregate of 166,000 shares of its common for cash proceeds of $73,000.
Additionally, the Company converted an aggregate of $214,000 of investor
notes payable into 537,000 shares of its common stock and issued 558,800
shares of its common stock to a consultant for services provided to the
Company of $264,400. The shares issued for services were valued at $.50
per share, which is considered to be the fair value for the stock based on
amounts paid in cash by private investors.
<PAGE>8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations:
Trends and Uncertainties. Demand for Global's services will be
dependent on, among other things, general economic conditions which
are cyclical in nature. Inasmuch as a major portion of Global's
activities is the directory publication solely niche marketed to food
and beverage manufacturers, Global's business operations may be
adversely affected by Global's competitors and prolonged recessionary
periods.
Capital and Source of Liquidity. Global currently has no material
commitments for capital expenditures.
For the six months ended October 31, 2000, Global pursued no investing
activities.
For the six months ended October 31, 1999, Global pursued no investing
activities.
For the six months ended October 31, 2000, Global received proceeds of
$73,000 from the sale of common stock for cash resulting in net cash
provided by financing activities of $73,000.
For the six months ended October 31, 1999, Global sold common stock
for cash of $85,881 resulting in net cash provided by financing
activities of $85,881.
Global expects that the net proceeds from our recent offering, and the
cash flow from future operations upon commencement, if any, will be
sufficient to allow us to meet the expected growth in demand for our
products and services. Additionally, Global expects to utilize any
proceeds received from the exercise of the class A warrants to expand
operations. However, there can be no assurance that sufficient
warrant exercise will occur or that future advertising sales will meet
Global's growth expectations. Should either of these fail to occur,
Global may elect to
- reduce the planned expansion of operations or
- pursue other financing alternatives such as a rights offering,
warrant exercise or borrowings.
Implementation of either of the foregoing options could delay or
diminish Global's planned growth and adversely affect our
profitability.
On a long-term basis, liquidity is dependent on increased revenues
from operations, additional infusions of equity and debt financing.
Global does not have sufficient moneys to carry on operations for the
next 12 months. Global believes that additional capital and debt
financing in the next twelve months will allow Global to commence our
marketing and sales efforts and thereafter result in revenue and
greater liquidity in the long term. We will have to pursue other
financing alternatives as described above. However, we cannot be
assured that we will be able to obtain additional equity or debt
financing in the future, if at all.
Results of Operations. For the six months ended October 31, 2000,
Global had no revenues and had an operating loss of $(522,408). The
expenses consisting primarily of accounting fees of $8,365,
advertising costs of $9,405, automobile expenses of $13,656, legal
fees of $13,000, miscellaneous costs of $3,500, office supplies of
$504, operating expenses of $170,134, telephone of $1,455, travel of
$14,174 and other expenses of $11,265.
For the six months ended October 31, 1999, we had no revenue and we
had operating expenses of $115,437.
For the six months ended October 31, 1999, Global had expenses of
$115,437 consisting primarily of accounting fees of $7,588, legal
expenses of $12,045, miscellaneous costs of $4,837, office supplies of
$4,453, operating expenses of $45,305, outside services of $19,552,
printing and reproduction of $12,785, telephone of $2,135, travel of
$1,905 and other expenses of $4,832.
<PAGE>9
Plan of Operation. Global, over the next twelve months intends to
distribute our directories in the United States and internationally
and to utilize the World Wide Web in the implementation of its planned
business operations. Global has no need of product research and
development. Management possesses the experience to implement our
business plan. No significant equipment purchases are planned over
the next twelve months.
Global shall seek to maintain low operating expenses while commencing
operations and increasing operating revenues. Global is focusing on
maintaining a low cost administrative approach. However, increased
marketing expenses will probably occur in future periods as Global
attempts to further increase its marketing and sales efforts.
<PAGE>10
PART II
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits (numbered in accordance with Item 601 of
Regulation S-K)
None
(b) Reports on Form 8-K
None
SIGNATURE
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.
Date: December 20, 2000 /s/ John Harrison
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By John Harrison, President
