SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the Three Months Ended September 30, 2000
Commission File Number: 0-9047
GLOBAL GAMING AND TECHNOLOGY, INC.
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(Exact Name of Registrant as specified in its charter)
Delaware 02-0314487
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(State or other jurisdiction of (IRS Employer Identification
incorporation or organization) Number)
1200 N Federal HIghway #200, Boca Raton, FL 33432
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(Address of principal executive offices)
Registrant's Telephone Number, including Area Code: (561) 447-8222
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Common
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 12 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.
X YES NO
As of September 30, 2000, there was issued and outstanding 26,328,028 shares
of Common Stock of Registrant. The aggregate market value of the shares of
Common Stock held by non-affiliates (without admitting that any person whose
shares are not included in determining such value is an affiliate) was not
available because the prices for such shares are not quoted by the National
Association of Securities Dealers through NASDAQ, its automated system for
reporting quotes.
<PAGE>
Global Gaming and Technology, Inc.
Form 10-Q
Quarter Ended September 30, 2000
TABLE OF CONTENTS
PART I - Financial Information: Page
--------------------------------
Item I - Financial Statements
Balance Sheet 4
Statement of Operations and Deficit 5
Statement of Cash Flows 6
Summary of Significant Accounting Policies
and Notes to Financial Statements 7-9
Item II - Management's Discussion and Analysis
of Financial Condition and Results of
Operations. 10
PART II - Other Information: 11
----------------------------
Item 1 - Legal Proceedings.
Item 2 - Changes in Securities.
Item 3 - Defaults upon Senior Securities.
Item 4 - Submission of Matters to a vote of security holders.
Item 5 - Related Party Transactions.
Item 6 - Exhibits and Reports on Form 8-K.
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<PAGE>
PART I
Global Gaming and Technology, Inc.
Financial Statements
September 30, 2000
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<PAGE>
<TABLE>
Global Gaming and Technology, Inc.
Balance Sheet
September 30, 2000 and June 30, 2000
<CAPTION>
09/30/00 06/30/00
----------- -----------
(Unaudited)
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ 6,683 $ 15,867
Inventories (Note 5) 4,000 4,000
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Total Current Assets 10,683 19,867
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PROPERTY AND EQUIPMENT-At Cost
None -0- -0-
----------- -----------
OTHER ASSETS
Deposits 300 300
----------- -----------
Total Other Assets 300 300
----------- -----------
TOTAL ASSETS $ 10,983 $ 20,167
=========== ===========
LIABILITIES AND STOCKHOLDER'S DEFICIT
CURRENT LIABILITIES
Accounts Payable $ 9,896 $ 9,969
Accrued Interest 1,202,516 1,185,016
Notes Payable (Note 4) 860,935 860,935
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Total Current Liabilities 2,073,347 2,055,920
----------- -----------
LONG-TERM LIABILITIES -0- -0-
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STOCKHOLDER'S DEFICIT:
Preferred Stock, $.01 par value,
1,000,000 Shares Authorized,
none issued. -0- -0-
Common Stock, $.01 par value,
27,000,000 Shares Authorized,
26,328,028 Shares Issued and
outstanding. 263,280 263,280
Paid in Capital in excess of
par value 3,395,568 3,395,568
Accumulated Deficit (5,721,212) (5,694,601)
----------- -----------
Total Stockholder's Deficit (2,062,364) (2,035,753)
----------- -----------
TOTAL LIABILITIES AND
STOCKHOLDER'S DEFICIT $ 10,983 $ 20,167
=========== ===========
<FN>
The accompanying notes are an integral part of these financial statements.
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</TABLE>
<PAGE>
<TABLE>
Global Gaming and Technology, Inc.
Statement of Operations and Deficit
For the Three Months Ended September 30, 2000 and 1999
(Unaudited)
<CAPTION>
Three Months Ended
09/30/00 09/30/99
----------- -----------
<S> <C> <C>
REVENUE AND INCOME $ -0- $ -0-
----------- -----------
Total Income -0- -0-
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COSTS AND EXPENSES
Professional Services 2,069 3,844
Interest 17,500 17,500
Transfer Fees 1,500 750
Salaries and Wages 3,250 4,875
Payroll Tax Expense 346 544
Miscellaneous 1,946 39
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Total Costs and Expenses 26,611 27,552
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Net Income (Loss) (26,611) (27,552)
Deficit Beginning of Period (5,694,601) (5,590,830)
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Deficit End of Period (5,721,212) (5,618,382)
=========== ===========
Income (Loss) per Common Share (Note 7) $ (.001) $ (.001)
=========== ===========
Weighted Average Number of
Common Shares Outstanding 26,328,028 26,328,028
=========== ===========
<FN>
The accompanying notes are an integral part of these financial statements.
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</TABLE>
<PAGE>
<TABLE>
Global Gaming and Technology, Inc.
Statement of Cash Flows
For the Three Months Ended September 30, 2000 and 1999
(Unaudited)
<CAPTION>
Three Months Ended
09/30/00 09/30/99
----------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss) $ (26,611) $ (27,552)
(Increase) Decrease in
Notes Receivable -0- -0-
Inventory -0- -0-
Increase (Decrease) in
Accounts Payable (73) (681)
Accrued Interest Payable 17,500 17,500
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NET OPERATING CASH (9,184) (10,733)
CASH FLOWS FROM INVESTING ACTIVITIES
Capital Expenditures -0- -0-
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CASH FLOWS FROM FINANCING ACTIVITIES
Principal Payments on Debt -0- -0-
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Net Increase (Decrease) in Cash (9,184) (10,733)
Cash Beginning of Period 15,867 50,700
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Cash End of Period $ 6,683 $ 39,967
=========== ===========
Supplemental Disclosures
Interest Expense $ 17,500 $ 17,500
=========== ===========
<FN>
The accompanying notes are an integral part of these financial statements.
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</TABLE>
<PAGE>
Global Gaming and Technology, Inc.
Notes to Financial Statements
September 30, 2000
NOTE 1 - Summary of Significant Accounting Policies:
----------------------------------------------------
Global Gaming and Technology, Inc. (The Company) was incorporated in the State
of Delaware in 1973 and has elected June 30 as its year end. The Company, al-
though dormant for the last several years, has been engaged in the research,
development, manufacture, and marketing of electronic gaming devices and coin-
less games of chance.
The preparation of financial statements in conformity with generally accepted
accounting prnciples requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of con-
tingent assets and liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.
Loss per share was computed by dividing the net loss by the weighted average
number of shares outstanding during the period.
NOTE 2 - Organization's Ability to Continue as a Going Concern:
---------------------------------------------------------------
The Company has been dormant for the past several years and lacks the resources
to be competitive in the gaming industry at the present time. As of September
30, 2000, the Company has negative workling capital of $2,062,664 and stock-
holders' deficit of $2,062,364.
The Company initiated a patent infringement case. The case is being appealed
by both parties. The manner in which the litigation is resolved is likely to
have significant financial impact on the Company.
NOTE 3 - Related Party Transactions:
------------------------------------
Notes payable at September 30, 2000 and 1999 consist of $841,491 due to stock-
holders bearing interest at 8% and 10% and are due on demand. Accrued interest
at September 30, 2000 and 1999 was $1,202,516 and $1,132,897 and the Company
incurrred interest expense of $17,500 and $17,500 in the three months then
ended. See "Note 4 - Notes Payable" for details.
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<PAGE>
Global Gaming and Technology, Inc.
Notes to Financial Statements
September 30, 2000
<TABLE>
NOTE 4 - Notes Payable
----------------------
<CAPTION>
Current Non-Current
Maturities Maturities Total
<S> <C> <C> <C>
Michael Wichinsky
Payable upon demand.
Interest payable
quarterly at 8% $ 511,644 $ - 0 - $ 511,644
Michael Wichinsky
Payable upon demand.
Interest payable
quarterly at 10% 105,490 - 0 - 105,490
Estate of William
T. O'Donnell, Sr.
Payable upon demand.
Interest payable
quarterly at 8% 224,357 - 0 - 224,357
State of New Jersey
Payable in monthly
installments of $1,363
including interest.
This note is in arrears. 19,444 - 0 - 19,444
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TOTAL $ 860,935 - 0 - $ 860,935
========== ========= ==========
The Company incurred interest expense totaling $17,500 and $17,500 on these
notes during the three months ended September 30, 2000 and 1999, respectively.
</TABLE>
NOTE 5 - Inventories:
---------------------
The Company has inventory consisting of ten (10) slot machines from a settle-
ment arising out of litigation with Univeral Distributing of Nevada, Inc. Pur-
suant to SFAS 121 "Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to be Disposed Of", the Company evaluated the recoverability
of the long-lived assets. Due to rapid changes in gaming technology, the mach-
ines did not hold their value. The estimated fair value was based on an offer
to purchse the machines.
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<PAGE>
Global Gaming and Technology, Inc.
Notes to Financial Statements
September 30, 2000
NOTE 6 - Income Taxes:
----------------------
The benefit for income taxes is different than the amount computed by applying
the statutory federal income tax rate to net loss before taxes. A reconcilia-
tion of the net income tax benefit follows:
Three Months Ended
09/30/00 09/30/99
--------- ---------
Computed tax benefit at federal statutory rate $ 9,048 $ 9,368
Deferred income tax valuation allowance (9,048) (9,368)
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Provision for Federal Income Taxes $ 0 $ 0
========= =========
The Provision for federal income taxes consisted of the following:
09/30/00 09/30/99
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Current $ 0 $ 0
Deferred 0 0
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Total $ 0 $ 0
========= =========
The Deferred Tax Asset consisted of the following:
Tax Benefit of NOL carryforwards $ 914,200 $ 973,100
Valuation Allowance (914,200) (973,100)
--------- ---------
Net Deferred Tax Asset $ 0 $ 0
========= =========
The Company has a net operating loss carryforward ("NOL") for federal income
tax reporting purposes at June 30, 2000 of $2,688,846. A porion of the NOL
expires after each year. $226,859 will expire at June 30, 2001 if not utilized.
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<PAGE>
ITEM II - Management's Discussion and
Analysis of Financial Condition
and Results of Operations
As of September 30, 2000, the Company had negative working capital of
$2,062,664. The Company has no commitments for capital expenditures.
As of September 30, 2000, the Company had stockholders' deficit of $2,062,364.
During the three months ended September 30, 2000, the Company realized no
revenues and incurred expenses of $26,611, $17,500 of which is accrued
interest expense.
Global Gaming and Technology, Inc. has been engaged in the design, manufacture
and marketing of electronic microprocessor-controlled gaming machines. The
Company, which was incorporated in Delaware in 1973, moved its principal
offices from 2575 South Highland Drive, Las Vegas, Nevada 89109 to 1200 N
Federal Highway #200, Boca Raton, FL 33432 as of September 28, 2000.
Primary North American markets for gaming devices are Las Vegas, Nevada, and
Atlantic City, New Jersey. The Company does not have the resources to apply
for licenses in Nevada and New Jersey. However, based upon the opportunities
which the Directors perceive to exist in the California Indian Tribal casinos,
in June, 2000, the Company registered with the California Department of Jus-
tice for a Determination of Suitability to do Business in California
Patents expired at the end of July, 1995 and are the subject of current
litigation pending a ruling by the court.
The Company employs one person on a part-time basis.
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<PAGE>
PART II - OTHER INFORMATION
ITEM 1 - Legal Proceedings
--------------------------
The Company initiated a patent infringement case which is being appealed by
both parties. The manner in which the litigation is resolved is likely to have
significant financial impact on the Company.
ITEM 2 - Changes in Securities
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None.
ITEM 3 - Defaults Upon Senior Securities
----------------------------------------
Not Applicable
ITEM 4 - Submission of Matters to a Vote of Security Holders
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None
ITEM 5 - Related Party Transactions
-----------------------------------
Michael Wichinsky (19% stockholder) has a note to the Company with a current
balance of $511,644, 8% interest, payable on demand. Michael Wichinsky has a
second note to the Company in the amount of $105,490 (10% interest, payable
on demand). The Estate of William T. O'Donnell, Sr. (17% stockholder) has a
note to the Company with a current balance of $224,357, 8% interest, payable
on demand. There were no principal or interest payments on these notes during
the three months ended September 30, 2000. Accrued interest payable on these
notes as of September 30, 2000 amounts to $1,202,516, of which $1,159,587 is
payable to Wichinsky and $42,929 is payable to O'Donnell.
ITEM 6 - Exhibits and Reports on Form 8-K
-----------------------------------------
None.
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<PAGE>
SIGNATURES
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Pursuant to the requirements of Section 13 or Section 15(d) 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 GAMING & TECHNOLOGY, INC.
By: /s/Glenn Wichinsky Date: 10/17/00
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Glenn E Wichinsky
President, Secretary and Treasurer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons as a majority of the
members of the Board of Directors of the registrant and in the capacities
and on the dates indicated.
By: /s/Claudia D Wichinsky Date: 10/17/00
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Claudia D Wichinsky, Director
By: /s/Constance Koplow Date: 10/17/00
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Cosntance Koplow, Director
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