U.S. SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For quarterly period ended September 30, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to __________
Commission File Number: 000-28025
GLOBAL SMARTCARDDS, INC.
----------------------------------------------------
(Exact name of Small Business Issuer in its Charter)
Nevada 86-0951473
------------------------------ -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
38820 N. 25th Avenue, Phoenix, AZ 85027
---------------------------------------- ----------
(Address of principal executive offices) (zip code)
1-702-837-8811 (Phone) 1-702-837-8810 (FAX)
-----------------------------------------------
Issuer's Telephone Number
Check whether the issuer: (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 such filing
requirements for the past 90 days
Yes [ ] No [ X ]
State the number of shares outstanding for each of the issuer's classes of
Common Stock as of the last practical date:
Common Stock, $0.001 par value per share, 25,000,000 shares authorized,
4,000,000 issued and outstanding as of September 30, 2000. No Preferred
are authorized nor outstanding as of September 30, 2000.
Transactional Small Business Disclosure Format
Yes [ ] No [ X ]
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<PAGE>
Global SmartCards, Inc.
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements................................. 3
Independent Auditor's Review Letter.................. 4
Balance Sheet...... ................................. 5-6
Statements of Operations ............................ 7-8
Statements in Changes in Stockholders' Equity........ 9
Statements of Cash Flows ............................ 10-11
Notes to Financial Statements........................ 12-15
Item 2. Management's Discussion and Analysis of Plan
of Operation........................................ 16
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.................................... 19
Item 2. Changes in Securities and Use of Proceeds............ 19
Item 3. Defaults upon Senior Securities...................... 19
Item 4. Submission of Matters to a Vote
of Security Holders................................. 19
Item 5. Other Information..................................... 19
Item 6. Exhibits and Reports on Form 8-K...................... 19
Signatures...................................................... 20
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PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS AND EXHIBITS
(a) The audited financial statements of registrant for the period
ended September 30, 2000, follow. The financial statements reflect all
adjustments which are, in the opinion of management, necessary to a fair
statement of the results for the interim period presented.
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<PAGE>
Barry L. Friedman
Certified Public Accountant
1582 Tulita Drive Office (702) 361-8414
Las Vegas, NV 89123 Fax No. (702) 896-0278
Board of Directors October 5, 2000
GLOBAL SMARTCARDS INC.
Las Vegas, Nevada
I have audited the accompanying Balance Sheets of GLOBAL SMARTCARDS INC.
(A Development Stage Company), as of September 30, 2000, and December 31,
1999, and the related statements of stockholders' equity for September 30,
2000, and December 31, 1999, and statements of operations and cash flows for
the three months ended September 30, 2000, and September 30, 1999, for the
nine months ended September 30, 2000, and September 30, 1999, and the two
years ended December 31, 1999, and December 31, 1998, and the period February
16, 1999, (inception), to September 30, 2000. These financial statements are
the responsibility of the Company's management. My responsibility is to
express an opinion on these financial statements based on my audit.
I conducted my audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
I believe that my audit provides a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of GLOBAL SMARTCARDS INC. (A
Development Stage Company), as of September 30, 2000, and December 31, 1999,
and the related statements of stockholders' equity for September 30, 2000, and
December 31, 1999, and statements of operations and cash flows for the three
months ended September 30, 2000, and September 30, 1999, for the nine months
ended September 30, 2000, and September 30, 1999, and the two years ended
December 31, 1999, and December 31, 1998, and the period February 16, 1999,
(inception), to September 30, 2000, in conformity with generally accepted
accounting principles.
The accompanying financial statements have been prepared assuming the Company
will continue as a going concern. As discussed in Note #5 to the financial
statements, the Company has had no operations and has no established source
of revenue. This raises substantial doubt about its ability to continue as a
going concern. Management's plan in regard to these matters is described in
Note #5. These financial statements do not include any adjustments that might
result from the outcome of this uncertainty.
/s/ Barry L. Friedman
-----------------------------
Barry L. Friedman
Certified Public Accountant
1582 Tulita Drive
Las Vegas, NV 89123
(702) 361-8414
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<PAGE>
GLOBAL SMARTCARDS INC.
(A Development Stage Company)
BALANCE SHEET
<TABLE>
<CAPTION>
ASSETS
9 Mos. Ended Year Ended
Sep.30, 2000 Dec.31, 1999
------------ ------------
<S> <C> <C>
CURRENT ASSETS
CASH $ 5,518 $ 8,165
LOANS TO OFFICERS (NOTE #8) 15,000 15,000
------------ ------------
TOTAL CURRENT ASSETS $ 20,518 $ 23,165
------------ ------------
OTHER ASSETS $ 0 $ 0
TOTAL OTHER ASSETS $ 0 $ 0
------------ ------------
TOTAL ASSETS $ 20,518 $ 23,165
============ ============
</TABLE>
The accompanying notes are an integral part of these financial statements
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<PAGE>
GLOBAL SMARTCARDS INC.
(A Development Stage Company)
BALANCE SHEET
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
9 Mos. Ended Year Ended
Sep.30, 2000 Dec.31, 1999
------------ ------------
<S> <C> <C>
CURRENT LIABILITIES
Officers Advances (Note #8) $ 500 $ 500
TOTAL CURRENT LIABILITIES $ 500 $ 500
STOCKHOLDERS EQUITY (Note #4)
Common stock, $.001 par value
authorized 25,000,000 shares
issued and outstanding at
Dec 31, 1999 - 4,000,000 shares $ 4,000
Sept 30, 2000 - 4,000,000 shares $ 4,000
Additional paid in Capital 73,000 73,000
Accumulated deficit during
the development stage -56,982 -54,335
------------ ------------
TOTAL STOCKHOLDERS' EQUITY $ 20,018 $ 22,665
------------ ------------
TOTAL LIABILITIES AND
STOCKHOLDERS EQUITY $ 20,518 $ 23,165
============ ============
</TABLE>
The accompanying notes are an integral part of these financial statements
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<PAGE>
GLOBAL SMARTCARDS INC.
(A Development Stage Company)
<TABLE>
<CAPTION>
STATEMENT OF OPERATIONS
3 Mos. Ended 3 Mos. Ended 9 Mos. Ended 9 Mos. Ended
Sep. 30, Sep. 30, Sep. 30, Sep. 30,
2000 1999 2000 1999
-----------------------------------------------------------
<S> <C> <C> <C> <C>
REVENUE $ 0 $ 0 $ 0 $ 0
EXPENSES
General, Selling
and Administrative $ 0 $ 21,268 $ 2,647 $ 41,817
Total Expenses $ 0 $ 21,268 $ 2,647 $ 41,817
Net Profit/Loss (-) $ 0 $ -21,268 $ -2,647 $ -41,817
Net Loss per share -
Basic and diluted
(Note #2) $ NIL $ -.0063 $ -.0007 $ -.0159
Weighted average
number of common
shares outstanding 4,000,000 3,391,304 4,000,000 2,623,894
</TABLE>
The accompanying notes are an integral part of these financial statements
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<PAGE>
GLOBAL SMARTCARDS INC.
(A Development Stage Company)
<TABLE>
<CAPTION>
STATEMENT OF OPERATIONS (Continued)
Feb. 16, Feb.16, 1999
1999, to (Inception)
December 31, to Sep. 30,
1999 2000
<S> <C> <C>
REVENUE $ 0 $ 0
EXPENSES
General, Selling
and Administrative $ 54,335 $ 56,982
Total Expenses $ 54,335 $ 56,982
Net Profit/Loss (-) $ -54,335 $ -56,982
Net Loss per share -
Basic and diluted
(Note #2) $ -.1798 $ -.0164
Weighted average
number of common
shares outstanding 3,022,013 3,474,862
</TABLE>
The accompanying notes are an integral part of these financial statements
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<PAGE>
GLOBAL SMARTCARDS INC.
(A Development Stage Company)
<TABLE>
<CAPTION>
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
Additional Accumu-
Common Stock paid-in lated
Shares Amount Capital Deficit
--------------------------------------------
<S> <C> <C> <C> <C>
February 17,1999,
Issued for Cash 2,000,000 $ 2,000 $ 0
June 18, 1999
Issued from
Public Offering 1,000,000 1,000 24,000
August 26,1999,
Issued from
Public Offering 1,000,000 1,000 49,000
Net Loss year ended
February 16, 1999
(Inception) to
December 31, 1999 $-54,335
-----------------------------------------------
Balance,
December 30, 1999 4,000,000 $ 4,000 $ 73,000 $-54,335
Net loss,
January 1, 2000 to
September 30, 2000 -2,647
-----------------------------------------------
Balance,
September 30, 2000 4,000,000 $ 4,000 $ 73,000 $-56,982
</TABLE>
The accompanying notes are an integral part of these financial statements
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<PAGE>
GLOBAL SMARTCARDS INC.
(A Development Stage Company)
<TABLE>
<CAPTION>
STATEMENT OF CASH FLOWS
3 Mos. Ended 3 Mos. Ended 9 Mos. Ended 9 Mos. Ended
Sep. 30, Sep. 30, Sep. 30, Sep. 30,
2000 1999 2000 1999
---------------------------------------------------------
<S> <C> <C> <C> <C>
Cash Flow from
Operating Activities
Net Loss $ 0 $ -21,268 $ -2,647 $ -41,817
Adjustment to reconcile
net loss to net cash
provided by operating
activities
Issue Common Stock
for Services 0 0 0 +2,000
Changes in Assets
and Liabilities
Increase in current
Liabilities
Advances to Officers 0 -15,000 0 -15,000
Advances from Officers 0 +500 0 +500
Net cash used in
operating Activities $ 0 $ -35,768 $ -2,647 $ -54,317
-----------------------------------------------------
Cash Flows from
Investing Activities 0 0 0 0
-----------------------------------------------------
Cash Flows from
Financing Activities
Issuance of Common
Stock 0 +50,000 0 +75,000
-----------------------------------------------------
Net increase/decrease
in cash $ 0 $ +14,232 $ -2,647 $ 20,683
-----------------------------------------------------
Cash,
beginning of period 5,518 6,451 8,165 0
Cash,
end of period $ 5,518 $ 20,683 $ 5,518 $ 20,683
=====================================================
</TABLE>
The accompanying notes are an integral part of these financial statements
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<PAGE>
GLOBAL SMARTCARDS INC.
(A Development Stage Company)
<TABLE>
<CAPTION>
STATEMENT OF CASH FLOWS (CONTINUED)
Feb. 16, Feb.16, 1999
1999, to, (Inception)
December 31, to Sep. 30,
1999 2000
------------ ------------
<S> <C> <C>
Cash Flow from
Operating Activities
Net Loss $ -54,335 $ -56,982
Adjustment to reconcile
net loss to net cash
provided by operating
activities
Issue Common Stock
For Services +2,000 +2,000
Changes in Assets
and Liabilities
Increase in current
Liabilities
Advances to Officers -15,000 -15,000
Advances from Officers +500 +500
Net cash used in
operating Activities $ -66,835 $ -69,482
Cash Flows from
Investing Activities 0 0
Cash Flows from
Financing Activities
Issuance of Common
Stock +75,000 +75,000
Net increase/decrease
in cash $ 8,165 $ 5,518
Cash,
beginning of period 0 0
Cash,
end of period $ 8,165 $ 5,518
</TABLE>
The accompanying notes are an integral part of these financial statements
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<PAGE>
GLOBAL SMARTCARDS INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2000, and December 31, 1999
NOTE 1 - HISTORY AND ORGANIZATION OF THE COMPANY
The Company was organized February 16, 1999, under the laws of the State of
Nevada as GLOBAL SMARTCARDS INC. The Company currently has no operations and
in accordance with SFAS #7, is considered a development company.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Method
-----------------
The Company records income and expenses on the accrual method.
Estimates
---------
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenue and expenses during the reporting period.
Actual results could differ from those estimates.
Cash and equivalents
--------------------
The Company maintains a cash balance in a non-interest-bearing bank that
currently does not exceed federally insured limits. For the purpose of the
statements of cash flows, all highly liquid investments with the maturity of
three months or less are considered to be cash equivalents. There are no cash
equivalents as of December 31, 1999, or September 30, 2000.
Income Taxes
------------
Income taxes are provided for using the liability method of accounting in
accordance with Statement of Financial Accounting Standards No. 109 (SFAS
#109) "Accounting for Income Taxes". A deferred tax asset or liability is
recorded for all temporary difference between financial and tax reporting.
Deferred tax expense (benefit) results from the net change during the year
of deferred tax assets and liabilities.
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<PAGE>
GLOBAL SMARTCARDS INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2000, and December 31, 1999
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Reporting on Costs of Start-Up Activities
-----------------------------------------
Statement of Position 98-5 ("SOP 98-5"), "Reporting on the Costs of Start-Up
Activities" which provides guidance on the financial reporting of start-up
costs and organization costs. It requires most costs of start-up activities
and organization costs to be expensed as incurred. With the adoption of
SOP 98-5, there has been little or no effect on the company's financial
statements.
Loss Per Share
--------------
Net loss per share is provided in accordance with Statement of Financial
Accounting Standards No. 128 (SFAS #128) "Earnings Per Share". Basic loss
per share is computed by dividing losses available to common stockholders by
the weighted average number of common shares outstanding during the period.
Diluted loss per share reflects per share amounts that would have resulted
if dilative common stock equivalents had been converted to common stock.
As of September 30, 2000, the Company had no dilative common stock
equivalents such as stock options.
Year End
--------
The Company has selected December 31st as its year-end.
Year 2000 Disclosure
--------------------
The year 2000 issue had no affect on this Company.
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<PAGE>
GLOBAL SMARTCARDS INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2000, and December 31, 1999
NOTE 3 - INCOME TAXES
There is no provision for income taxes for the period ended September 30, 2000.
The Company's total deferred tax asset as of December 31, 1999 is as follows:
Net operation loss carry forward $ 54,335
Valuation allowance $ 54,335
Net deferred tax asset $ 0
NOTE 4 - STOCKHOLDERS' EQUITY
Common Stock
------------
The authorized common stock of the corporation consists of 25,000,000 shares
with a par value $.001 per share.
Preferred Stock
---------------
GLOBAL SMARTCARDS INC. has no preferred stock.
On February 17, 1999, the company issued 2,000,000 shares for consideration
of $2,000 to its directors.
On June 18, 1999, the company completed a Public Offering that was offered
without registration under the Securities Act of 1933, as amended (The "Act"),
in reliance upon the exemption from registration afforded by sections 4(2)
and 3(b) of the Securities Act and Regulation "D" promulgated thereunder.
The Company sold 1,000,000 share of common stock at a price of $.025 per
share for a total amount raised of $25,000.
On August 26 1999, the company completed a Public Offering that was offered
without registration under the Securities Act of 1933, as amended (The "Act"),
in reliance upon the exemption from registration afforded by sections 4(2)
and 3(b) of the Securities Act and Regulation "D" promulgated thereunder.
The Company sold 1,000,000 share of common stock at a price of $.05 per share
for a total amount raised of $50,000.
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<PAGE>
GLOBAL SMARTCARDS INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2000, and December 31, 1999
NOTE 5 - GOING CONCERN
The Company's financial statements are prepared using generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. However, the Company does not have significant cash or other
material assets, nor does it have an established source of revenues
sufficient to cover its operating costs and to allow it to continue as a
going concern. It is the intent of the Company to seek a merger with an
existing, operating company.
NOTE 6 - RELATED PARTY TRANSACTIONS
The Company neither owns nor leases any real or personal property. An
officer of the corporation provides office services without charge. Such
costs are immaterial to the financial statements and accordingly, have not
been reflected therein. The officers and directors of the Company are
involved in other business activities and may in the future, become involved
in other business opportunities. If a specific business opportunity becomes
available, such persons may face a conflict in selecting between the Company
and their other business interests. The Company has not formulated a policy
for the resolution of such conflicts.
NOTE 7 - WARRANTS AND OPTIONS
There are no warrants or options outstanding to acquire any additional shares
of common stock.
NOTE 8 - ADVANCES TO AND FROM OFFICERS
While the Company is seeking additional capital through a merger with an
existing company, an officer of the Company has advanced funds on behalf of
the Company to pay for any costs incurred by it. These funds are interest
free. The Company has also advanced funds to an officer. This advance is
interest free.
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<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATIONS
In its initial operating period February 16, 1999 (date of inception)
through September 30, 2000, the Company incurred a net loss of $56,982
from operations. It has yet to receive any revenues from operations.
An original stock offering was made in reliance upon an exemption from
the registration provisions of Section 5 of the Securities Act of 1993, as
amended, pursuant to Regulation D, Rule 504, of the Act. a total of two
million (2,000,000) shares of its common stock were purchased by the three
founders of the Company, on February 18, 1999 for cash. Between February 23
and February 28, 1999, the Company sold One Million (1,000,000) shares of its
common stock in connection with a public offering at a price of $0.025 per
share. On or about February 28, 1999, the Company completed a public offering
of shares of common stock of the Company pursuant to Regulation "D," Rule 504
of the Securities Act of 1933, as amended, whereby it sold one million
(1,000,000) shares of the Common Stock of the Company for twenty-five thousand
($25,000) dollars to approximately twenty-five (25) unaffiliated shareholders
of record. The Company filed an original Form D with the Securities and
Exchange Commission on or about February 25, 1999. On August 26 1999, the
company completed a subsequent Public Offering that was offered without
registration under the Securities Act of 1933, as amended (The "Act"), in
reliance upon the exemption from registration afforded by sections 4(2) and 3
(b) of the Securities Act and Regulation "D" promulgated thereunder. The
Company sold to six (6) additional shareholders, one million (1,000,000) shares
of common stock at a price of $.05 per share for a total amount raised of fifty
thousand ($50,000) dollars. As of August 26, 1999, the Company has four
million shares (4,000,000) shares of its $0.001 par value common voting stock
issued and outstanding which are held by approximately thirty-four (34)
shareholders, including the three founding shareholders, of record.
Management fully anticipates that the proceeds from the sale of all of the
Common Shares sold in the offering delineated above will be sufficient to
provide the Company's capital needs for the next twelve (12) months. If the
Company cannot generate sufficient revenues or raise money in the next 12
months, it is most likely the company will not be able to stay in business.
Global SmartCards, Inc. is a developmental stage company. The Company does
not anticipate any revenues until it can identify and sell customers its
products.
The Company currently anticipates that it has enough available funds to meet
its anticipated needs for working capital, capital expenditures and business
expansion for the next twelve (12) months. The Company expects that it will
continue to experience negative operating cash flow for the foreseeable future
as a result of significant spending on advertising and infrastructure. The
Company does not have significant cash or other material assets, nor does it
have an established source of revenues sufficient to cover its operating costs
and to allow it to continue as a going concern. It is, however, the intent of
the Company to seek to raise additional capital via a private placement
offering pursuant to Regulation "D" Rule 505 or 506 or a private placement once
the Company is trading on OTC-BB. If the Company needs to raise additional
funds in order to fund expansion, develop new or enhanced services or products,
respond to competitive pressures or acquire complementary products, businesses
or technologies, any additional funds raised through the issuance of equity or
convertible debt securities, the percentage ownership of the stockholders of
the Company will be reduced, stockholders may experience additional dilution
and such securities may have rights, preferences or privileges senior to those
of the Company's Common Stock. The Company does not currently have any
contractual restrictions on its ability to incur debt and, accordingly, the
Company could incur significant amounts of indebtedness to finance its
operations. Any such indebtedness could contain covenants which would restrict
the Company's operations. There can be no assurance that additional financing
will be available on terms favorable to the Company, or at all. If adequate
funds are not available or are not available on acceptable terms, the Company
may not be able to continue in business, or to a lessor extent not be able to
take advantage of acquisition opportunities, develop or enhance services or
products or respond to competitive pressures. The company does not have
significant cash or other material assets, nor does it have an established
source of revenues sufficient to cover its operating costs and to allow it to
continue as a going concern. The Company does not have any preliminary
agreements or understandings between the company and its stockholders/officers
and directors with respect to loans or financing to operate the company.
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<PAGE>
Unclassified Balance Sheet - In accordance with the provisions of SFAS
No. 53, the Company has elected to present an unclassified balance sheet.
Net loss per share is provided in accordance with Statement of Financial
Accounting Standards No. 128 (SFAS #128) "Earnings Per Share". Basic loss per
share is computed by dividing losses available to common stockholders by the
weighted average number of common shares outstanding during the period.
Diluted loss per share reflects per share amounts that would have resulted
if dilative common stock equivalents had been converted to common stock. As
of September 30, 2000, the Company had no dilative common stock equivalents
such as stock options.
The Company's financial statements are prepared using generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. However, the Company does not have significant cash or other
material assets, nor does it have an established source of revenues
sufficient to cover its operating costs and to allow it to continue as a
going concern. It is the intent of the Company to seek a merger with an
existing, operating company.
Results of Operations
The Company is developmental stage company, which plans to market
Smart Cards to hotels, resorts, cruise lines and casinos using Smart
Cards (plastic cards with embedded microprocessors) and support these
services through its Web site, i.e., www.gscards.com. Management of
company believes that they can deliver a more cost-effective turn-key
program with the ability to share consumer information and profiles
between clients and build a comprehensive database for resale. The
Company hopes to provide solutions for the growing demand in application
of computers in the wallet or what have been termed Smart Cards, and
the implementation of loyalty programs based on the technology. The
Company plans to provide consumer credit tracking and loyalty programs
for specialized market niches focused toward the resort and cruise markets
through the use of Smart Cards. The Global Smart Cards are designed to
eliminate growing transaction charges by creating an internal credit
system for each client while adding photo identification for security
verification. Any potential revenue which the Company might generate would be
derived from sales by the Company to hotels, casinos, cruise lines and resorts,
which generally achieve full occupancy levels and consistent sold out
turnover.
The Company had a $ 56,982 loss since its inception on February 16, 1999
Through September 30, 2000. For the Third Quarter ended September 30, 2000,
the Company had no expenditures. The Company neither owns nor leases any real
or personal property. An officer of the corporation provides office services
without charge. Such costs are immaterial to the financial statements and
accordingly, have not been reflected therein. The officers and directors of
the Company are involved in other business activities and may in the future,
become involved in other business opportunities. If a specific business
opportunity becomes available, such persons may face a conflict in selecting
between the Company and their other business interests. The Company has not
formulated a policy for the resolution of such conflicts.
The Company maintains a cash balance of $5,518, as of September 30, 2000, in
a non-interest-bearing bank that currently does not exceed federally insured
limits. For the purpose of the statements of cash flows, all highly liquid
investments with the maturity of three months or less are considered to be
cash equivalents. There are no cash equivalents as of December 31, 1999, or
September 30, 2000.
- 17 -
<PAGE>
Liquidity and Capital Resources
On February 17, 1999 the company issued 2,000,000 shares for consideration of
$2,000 to its directors.
On June 18, 1999, the company completed a Public Offering that was offered
without registration under the Securities Act of 1933, as amended (The
"Act"), in reliance upon the exemption from registration afforded by
sections 4(2) and 3(b) of the Securities Act and Regulation "D" promulgated
thereunder. The Company sold 1,000,000 share of common stock at a price of
$.025 per share for a total amount raised of $25,000.
On August 26 1999, the company completed a Public Offering that was offered
without registration under the Securities Act of 1933, as amended (The
"Act"), in reliance upon the exemption from registration afforded by
sections 4(2) and 3(b) of the Securities Act and Regulation "D" promulgated
thereunder. The Company sold 1,000,000 share of common stock at a price of
$.05 per share for a total amount raised of $50,000.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION.
This Report contains forward-looking statements, which are generally
identified by words such as "may", "should", "seeks", "believes",
"expects", "intends", "estimates", "projects", "strategy" and similar
expressions. Those statements may include statements regarding
the intent, belief, expectation, strategies or projections of the
registrant and its management at the time. Forward-looking statements are
subject to a number of known and unknown risks and uncertainties that
could cause actual results to differ materially from those projected,
expressed or implied in the forward-looking statements. These risks and
uncertainties, many of which are not within the registrant's control,
include, but are not limited to, the uncertainty of potential manufacturing
difficulties, the dependence on key personnel, the possible impact of
competitive products and pricing, the registrant's continued ability
to finance its operations, general economic conditions and the achievement
and maintenance of profitable operations and positive cash flow.
We caution readers that these forward-looking statements speak only as of
the date hereof. We hereby expressly disclaim any obligation or undertaking
to release publicly any updates or revisions to any such statements to
reflect any changes in our expectations or any change in events, conditions or
circumstances on which such statement is based.
- 18 -
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings
None.
ITEM 2. Changes in Securities and Use of Proceeds
None.
ITEM 3. Defaults upon Senior Securities
None.
ITEM 4. Submission of Matters to a Vote of Security Holders
During the quarter ended September 30, 2000, no matters were submitted to the
Company's security holders.
ITEM 5. Other Information
ITEM 6. Exhibits and Reports on Form 8-K.
None.
- 19 -
<PAGE>
SIGNATURES
In accordance with Section 12 of the Securities Exchange Act of 1934,
the registrant caused this registration statement to be signed on its
behalf by the undersigned, hereunto duly authorized.
Global SmartCards, Inc.
-----------------------
(Registrant)
Dated: November 15, 2000
By: /s/ Georgios Polyhronopoulos
-----------------------------------------------
Georgios Polyhronopoulos, Chairman of the Board,
President and Chief Executive Officer
Dated: November 15, 2000
By: /s/ Larry L. Richardson
--------------------------------------------------
Larry L. Richardson, Director, Corporate Secretary
- 20 -
<PAGE>
