U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[x] Quarterly Report under Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended September 30, 2000
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[ ] Transition Report under Section 13 or 15(d)of the Exchange Act For the
Transition Period from ________ to ___________
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Commission File Number: 000-28445
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Global Boulevard International, Inc.
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(Name of Small Business Issuer in its charter)
Nevada 88-0392153
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(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
38820 N. 25th Avenue, Phoenix, AZ 85086
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(Address of principal executive offices) (zip code)
602-617-4456
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Issuer's Telephone Number
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Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the past 12
months (or 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]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS
Check whether the Registrant filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Exchange Act
after the distribution of securities under a plan confirmed by a court.
Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
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The Registrant has 11,999,000 shares of Common stock issued and
outstanding, par value $.001 per share as of September 30, 2000. The
Registrant has no Preferred Stock issued nor outstanding as of September
30, 2000.
Traditional Small Business Disclosure Format (check one)
Yes [ ] No [X]
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements................................. 4
CPA Review Letter.................................... 5
Balance Sheet (unaudited)............................ 6
Statements of Operations (unaudited)................. 7
Statements of Cash Flows (unaudited)................. 8
Notes to Financial Statements........................ 9-10
Item 2. Management's Discussion and Analysis of Plan
of Operation........................................ 11
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.................................... 15
Item 2. Changes in Securities and Use of Proceeds............ 15
Item 3. Defaults upon Senior Securities...................... 15
Item 4. Submission of Matters to a Vote
of Security Holders.................................. 15
Item 5. Other Information..................................... 15
Item 6. Exhibits and Reports on Form 8-K...................... 15
Signatures...................................................... 16
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PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS AND EXHIBITS
The unaudited financial statements of registrant for the nine
months 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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G. BRAD BECKSTEAD
Certified Public Accountant
330 E. Warm Springs
Las Vegas, NV 89119
702.528.1984
425.928.2877 (efax)
INDEPENDENT ACCOUNTANTS' REVIEW REPORT
Board of Directors
Global Boulevard International, Inc.
Las Vegas, NV
I have reviewed the accompanying balance sheet of Global Boulevard
International, Inc. as of September 30, 2000 and the related statements
of income, shareholder's equity, and cash flows for the three-month ended
September 30, 2000 and April 16, 1998 (Date of Inception) to September 30,
2000. These financial statements are the responsibility of the Company's
management.
I conducted my reviews 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 generally accepted auditing
standards, which will be performed for the full year with the objective
of expressing an opinion regarding the financial statements taken as a
whole. Accordingly, I do not express such an opinion.
Based on my reviews, I am not aware of any material modifications that
should be made to the accompanying financial statements referred to above
for them to be in conformity with accounting principles generally accepted
in the United States.
/s/ G. Brad Beckstead, CPA
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G. Brad Beckstead
November 6, 2000
Las Vegas, Nevada
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Global Boulevard International, Inc.
(A Development Stage Company)
Balance Sheet
September 30, 2000
(Unaudited)
<TABLE>
<CAPTION>
Assets
<S> <C>
Cash $ -0-
Organizational costs, net -0-
-----------
Total Assets -0-
===========
Liabilities and Stockholders' Equity
Common stock, $0.001 par value,
100,000,000 shares authorized; 11,999,000
shares issued and outstanding at 9/30/00 11,999
Additional paid-in capital 140,151
Deficit accumulated during development stage (147,150)
Less: Treasury stock (5,000)
-----------
Total Stockholders' Equity -0-
-----------
Total Liabilities and Stockholders' Equity $ -0-
===========
</TABLE>
The accompanying Notes are an integral part of these financial statements.
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Global Boulevard International, Inc.
(A Development Stage Company)
Income Statement
<TABLE>
<CAPTION>
INCOME STATEAMENT
(Unaudited) (Unaudited)
Nine-months 4/16/98
Ended (Inception) to
9/30/00 9/30/00
------------ --------------
<S> <C> <C>
Revenue $ -0- $ -0-
General and administrative expenses -0- 146,838
Write-off of organization costs -0- 312
----------- ----------
Net loss $ -0- $(147,150)
============ ==========
Weighted average number of
common shares outstanding 11,999,000 11,999,000
Net loss per share $ -0- $ (0.01)
============ ============
</TABLE>
The accompanying Notes are an integral part of these financial statements.
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Global Boulevard International, Inc.
(A Development Stage Company)
Statement of Cash Flows
September 30, 2000
(Unaudited)
<TABLE>
<CAPTION>
STATEMENT OF CASH FLOWS
CASH FLOWS USED BY OPERATING ACTIVITIES
<S> <C>
Net income or (loss) -0-
Net cash used by operating activities -0-
-----------
CASH FLOWS FROM INVESTING ACTIVITIES
Net cash used by investing activities -0-
-----------
CASH FLOWS FROM FINANCING ACTIVITIES
Net cash provided by financing activities -0-
-----------
Beginning cash, December 31, 1999 -0-
-----------
Ending cash, September 30, 2000 -0-
===========
NON-CASH TRANSACTIONS
Interest expense -0-
Income taxes -0-
</TABLE>
The accompanying Notes are an integral part of these financial statements.
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Global Boulevard International, Inc.
(A Development Stage Company)
Footnotes
Note 1 - History and organization of the company
The Company was organized April 16, 1998 (Date of Inception) under the laws
of the State of Nevada, as Registered Agents of Southern Nevada, Inc. The
Company amended its articles in March of 1999 changing its name to Global
Boulevard International, Inc. The Company has no operations and in
accordance with SFAS #7, the Company is considered a development stage
company. The Company is authorized to issue 100,000,000 shares of $0.001
par value common stock.
Note 2 - Summary of significant accounting policies
Accounting policies and procedures have not been determined except as
follows:
1. The Company uses the accrual method of accounting.
2. 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 significantly
from those estimates.
3. 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 September 30, 2000.
4. Earnings per share (EPS) is computed using the weighted average number
of shares of common stock outstanding during the period. Diluted EPS is
computed by dividing net income by the weighted average shares outstanding,
assuming all dilutive potential common shares were issued. Since the
Company has no common shares that are potentially issuable, such as stock
options, convertible preferred stock and warrants, basic and diluted EPS
are the same. The Company had no dilutive common stock equivalents such as
stock options as of September 30, 2000.
5. The Company has not yet adopted any policy regarding payment of
dividends. No dividends have been paid since inception.
6. Organizational costs in the amount of $360.00 have been fully expensed.
7. The Company will review its need for a provision for federal income
tax after each operating quarter and each period for which a statement of
operations is issued.
8. The Company has adopted December 31 as its fiscal year end.
Note 3 - 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 differences between financial and tax reporting.
Deferred tax expenses (benefit) results from the net change during the year
of deferred tax assets and liabilities.
There is no provision for income taxes for the year ended September 30, 2000,
due to the net loss and no state income tax in Nevada.
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Global Boulevard International, Inc.
(A Development Stage Company)
Footnotes
Note 4 - Stockholders' Equity
The Company is authorized to issue 100,000,000 shares of $0.001 par value
common stock.
On April 18, 1999, the Company issued 700,000 shares of its $.001 par value
common stock for cash of $700.
On September 1, 1998, the Company completed a public offering that was
exempt from federal registration pursuant to Regulation D, Rule 504 of the
Securities Act of 1933 as amended, and exemptions from state registration
pursuant to various state security transactional exemptions. The Company
sold 199,000 shares of common stock at for a total amount of $9,950. Of
the total proceeds, $199.00 is considered common stock, and $9,751 is
considered additional paid-in capital.
On January 13, 1999, the Company issued 11,100,000 shares of common stock
for a total amount of $141,500. Of the total proceeds, $11,100 is
considered common stock, and $130,400 is considered additional paid-in
capital. The Company also issued 5,000,000 shares of its $.001 par value
common stock for services. The Company then purchased 5,000,000 shares of
its $.001 par value common stock for $5,000 to be held in treasury stock.
There have been no other issuances of common or preferred stock.
Note 5 - Going concern
The Company's financial statements are prepared using the 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 has not commenced its
planned principal operations. Without realization of additional capital,
it would be unlikely for the Company to continue as a going concern.
Note 6 - Related party transactions
The Company does not lease or rent any property. Office services are
provided without charge by a director. 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.
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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATIONS
GLOBAL BOULEVARD INTERNATIONAL, Inc. ("GOBO" or the "Company"), a Nevada
Corporation, with a principal business strategy to establish a network of
Global Transaction Centers throughout tax-neutral domiciles that will host and
facilitate the implementation of international e-commerce activities on behalf
of its client companies. These facilities will bring together, in one
location, many of the essential technological solutions available for
successfully conducting international business through the new emerging
Internet e-commerce platform. The basic service packages being offered by the
Company are the, "The Global Merchant Management System" and the "The Global
Asset Management System". These two on-line service packages are designed to
provide complete turn-key platforms that provide the international
business owner with a total solution for operating their business and personal
financial management within a totally secure on-line Environment.
The Company plans to develop an interactive website to market financial
products over the Internet.
Additionally, the Company plans to seek advertisers, to advertise their
product(s) on the Company's Web site. For any advertisers on the
Company's Web site, the Company will provide a link to the advertisers' Web site
and charge a customary/nominal fee, for each customer who links to their
advertisers Web site.
A natural complement to these services is the development of an
investment and advisory component to the Global Boulevard International
e-commerce platform. For new business owners who want to manage their capital
reserves or an already existing IBC that needs more efficient execution of
their trading activities, the use of state-of-the-art Internet tools is
essential. Global Management Services will, therefore provide access to
advisors who are extremely qualified in the strategic business and legal
aspects that must be considered in structuring a person's and business'
international planning and corporate formation. As each business situation has
its own unique considerations, there are clear advantages to be able to offer
clients such advisory facilities on an "in-house" basis. We plan to do this
through Worldwide Marketing Inc., an Internet database marketing company with
extensive experience in consumer and business-to-business marketing.
The Company has a limited operating history upon which an evaluation of
the Company, its current business and its prospects can be based, each of which
must be considered in light of the risks, expenses and problems frequently
encountered by all companies in the early stages of development, and
particularly by such companies entering new and rapidly developing markets like
the Internet. The Company's prospects must be considered in light of the
risks, uncertainties, expenses and difficulties frequently encountered by
companies in their early stages of development, particularly companies in new
and rapidly evolving markets such as online commerce. Such risks include,
without imitation, the lack of broad acceptance of the company's products on
the Internet, the possibility that the Internet will fail to achieve broad
acceptance, the inability of the Company to generate significant
e-Commerce based revenues from Internet customers, the company's inability to
anticipate and adapt to a developing market, the failure of the company's
network infrastructure (including its server, hardware and software) to
efficiently handle its Internet traffic, changes in laws that adversely affect
the company's business, the ability of the Company to manage its operations,
including the amount and timing of capital expenditures and other costs
relating to the expansion of the company's operations, the introduction and
development of different or more extensive communities by direct and indirect
competitors of the Company, including those with greater financial, technical
and marketing resources, the inability of the Company to maintain
and increase levels of traffic on its Web site, the inability of the
Company to attract, retain and motivate qualified personnel and general
economic conditions.
The Company has not achieved revenues or profitability to date, and the
Company anticipates that it will continue to incur net losses for the
foreseeable future. The extent of these losses will depend, in part,
on the amount of growth in the Company's revenues from sales of its products,
and possibility advertising revenues on its Web site. As of September 30, 2000,
the Company had an accumulated deficit of one hundred forty-seven one hundred
fifty ($147,150) dollars.
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Going Concern- The Company's financial statements are prepared using
the 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 has not commenced its
planned principal operations. Without realization of additional capital, it
would be unlikely for the Company to continue as a going concern.
Unclassified Balance Sheet - In accordance with the provisions of SFAS
No. 53, the Company has elected to present an unclassified balance sheet.
Loss/Earnings Per Share - Earnings per share (EPS) is computed using
the weighted average number of shares of common stock outstanding during the
period. Diluted EPS is computed by dividing net income by the weighted average
shares outstanding, assuming all dilutive potential common shares were issued.
Since the Company has no common shares that are potentially issuable, such as
stock options, convertible preferred stock and warrants, basic and diluted EPS
are the same. The Company had no dilutive common stock equivalents such as
stock options as of September 30, 2000.
The Company has not pursued or explored any opportunities for an
acquisition or merger. This does not preclude that the Company may not explore
any opportunities in the future.
Results of Operations
As a developmental stage Company, the Company has yet to generate any
revenues. In addition, the Company does not expect to generate any
revenues over the next approximately to twelve (12) months. During the Third
Quarter, ended, September 30, 2000, the Company has been inactive. Management
has been involved in other projects, and has dedicated minimal time and effort
to the Company. Therefore, the Company experienced no loss during the First
Quarter, due to this lack of activity. Miscellaneous expenses to keep the
Company active were covered by the President of the Company, who does not
expect reimbursement for said expenses. The Company does not have any
material commitments for capital expenditures.
Plan of Operation
The Company plans devote the major portion of its time and resources to the
development of an interactive website to market financial products over the
Internet. Additionally, the Company plans to seek advertisers who will promote
their product(s) on the Company's Web site, where links will be provided to the
advertisers' Web site. As is customary, a nominal fee will be charged for each
customer who activates such a link.
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Liquidity and Capital Resources
The Company's primary sources of liquidity since its inception have
been the sale of shares of common stock from shareholders, which were used
during the period from inception through December 31, 1999. On April 14, 1998,
the Company's founding shareholder purchased 700,000 shares of its $.001 par
value common stock for cash of $700.
On June 1, 1998, the Company completed a public offering that was
exempt from federal registration pursuant to Regulation D, Rule 504 of the
Securities Act of 1933 as amended, and exemptions from state registration
pursuant to various state security transactional exemptions. The Company sold
199,000 shares of common stock at for a total amount of $9,950. Of the total
proceeds, $199.00 is considered common stock, and $9,751 is considered
additional paid-in capital.
On January 13, 1999, the Company issued 11,100,000 shares of common
stock for a total amount of $141,500. Of the total proceeds, $11,100 is
considered common stock, and $130,400 is considered additional paid-in capital.
The Company also issued 5,000,000 shares of its $.001 par value common stock
for services. The Company then purchased 5,000,000 shares of its $.001 par
value common stock for $5,000 to be held in treasury stock.
During the Third at the annual shareholder meeting the shareholders
voted to reverse the number of shares issued on a two-for one basis.
The reverse split is scheduled to take place in the Fourth Quarter.
There have been no other issuances of common or preferred stock.
The Company has limited financial resources available, which has had an
adverse impact on the Company's liquidity, activities and operations.
These limitations have adversely affected the Company's ability to obtain
certain projects and pursue additional business. There is no assurance that the
proceeds of the Company will be able to raise sufficient funding to enhance the
Company's financial resources sufficiently to generate volume for the Company.
As a result of our the Company's current limited available cash, no
officer or director received compensation through the Third Quarter ended
September 30, 2000. GOBO intends to pay salaries when cash flow permits. No
officer or director received stock options or other non-cash compensation
during the Third Quarter year ended September 30, 2000. The Company does have
employment agreements in place with each of its officers.
Market For Company's Common Stock
The Company's Common Stock is traded on the OTC Bulletin Board under
the symbol "GOBO" and commenced its trading under that symbol on
December 15, 1998, under the original trading symbol "RGAG".
Dividend Policy
The Company has not yet adopted any policy regarding payment of dividends. No
dividends have been paid since inception.
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Forward-Looking Statements
This Form 10-QSB includes "forward-looking statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements, other than
statements of historical facts, included or incorporated by reference in this
Form 10-QSB which address activities, events or developments which the Company
expects or anticipates will or may occur in the future, including such things as
future capital expenditures (including the amount and nature thereof), finding
suitable merger or acquisition candidates, expansion and growth of the Company's
business and operations, and other such matters are forward-looking statements.
These statements are based on certain assumptions and analyses made by the
Company in light of its experience and its perception of historical trends,
current conditions and expected future developments as well as other factors it
believes are appropriate in the circumstances. However, whether actual results
or developments will conform with the Company's expectations and predictions is
subject to a number of risks and uncertainties, general economic market and
business conditions; the business opportunities (or lack thereof) that may be
presented to and pursued by the Company; changes in laws or regulation; and
other factors, most of which are beyond the control of the Company.
This Form10-QSB contains statements that constitute "forward-looking
statements." These forward-looking statements can be identified by the use of
predictive, future-tense or forward-looking terminology, such as "believes,"
"anticipates," "expects," "estimates," "plans," "may," "will," or similar
terms. These statements appear in a number of places in this Registration and
include statements regarding the intent, belief or current expectations of
the Company, its directors or its officers with respect to, among other
things: (i) trends affecting the Company's financial condition or results of
operations for its limited history; (ii) the Company's business and growth
strategies; (iii) the Internet and Internet commerce; and, (iv) the Company's
financing plans. Investors are cautioned that any such forward-looking
statements are not guarantees of future performance and involve significant
risks and uncertainties, and that actual results may differ materially from
those projected in the forward-looking statements as a result of various
factors. Factors that could adversely affect actual results and performance
include, among others, the Company's limited operating history, dependence
on continued growth in the use of the Internet, the Company's inexperience
with the Internet, potential fluctuations in quarterly operating results and
expenses, security risks of transmitting information over the Internet,
government regulation, technological change and competition.
Consequently, all of the forward-looking statements made in this Form 10-QSB
are qualified by these cautionary statements and there can be no assurance
that the actual results or developments anticipated by the Company will be
realized or, even if substantially realized, that they will have the expected
consequence to or effects on the Company or its business or operations. The
Company assumes no obligations to update any such forward-looking statements.
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PART II OTHER INFORMATION
ITEM 1. Legal Proceedings
As of the date hereof, GOBO is not a party to any material legal proceedings,
and none are known to be contemplated against GOBO.
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, the company held its annual
shareholder meeting which, 1) approved the Election of new Director;
2) approved a one for two reverse stock split; and 3) ratified G. Brad
Beckstead as the company's independent auditor.
ITEM 5. Other Information
None.
ITEM 6. Exhibits and Reports on Form 8-K
None.
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SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Date: November 7, 2000
GLOBAL BOULEVARD INTERNATIONAL, INC.
By: /s/ James W. McCabe, Jr.
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James W. McCabe, Jr., President
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