UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 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 No. 33-55254-25
---------------
VisionGlobal Corporation
(Exact name of Small Business Issuer as specified in its charter)
NEVADA 87-0438636
------------------------------- ---------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
251 Kearny, 8th Floor
San Francisco, California 94108
---------------------------------------- ------------
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code (415) 901-2700
-------------------
Indicate by check mark 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 Issuer
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. [X] Yes [ ] No
Indicate the number of shares outstanding of each of the Issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding as of June 30, 2000
------------------------------------ --------------------------------
$.001 PAR VALUE CLASS A COMMON STOCK 23,087,963 SHARES
1
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements.
BASIS OF REPRESENTATION
General
The accompanying unaudited financial statements have been prepared in
accordance with the instructions to Form 10-QSB and, therefore, do not include
all information and footnotes necessary for a complete presentation of financial
position, results of operations, cash flows and stockholders' equity in
conformity with generally accepted accounting principles. In the opinion of
management, all adjustments considered necessary for a fair presentation of the
results of operations and financial position have been included and all such
adjustments are of a normal recurring nature. Operating results for the six
months ended June 30, 2000, are not necessarily indicative of the results that
can be expected for the year ending December 31, 2000.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The Company has had no operational history and has yet to engage in
business of any kind. All risks inherent in new and inexperienced enterprises
are inherent in the Company's business. The Company's major activity for the six
months ended June 30, 2000 was developing its internet operations.
During the six months ended June 30, 2000, the Company spent about
$2,276,000 for various administrative expenses to develop its business ($703,000
in 1999). The loss for the six months ended June 30, 2000 was $12,748,487
compared with $702,727 for the prior year. Included in the $703,000 is $562,000
of services to officers paid with stock. Included in the $12,748,487 is $175,000
of services to officers paid with stock and $10,472,138 of amortized stock
compensation related to stock options granted to various employees.
Assets
The Company has about $1.37 million of assets and is presently being
supported by investment from various sources. The Company is now attempting to
raise capital to begin operations. Future activities will be dependent on the
Company's ability to raise substantial new capital.
While there cannot be any assurance that the Company will be successful
in obtaining substantial investment, the Company believes that if its
negotiations are successful in obtaining an agreement with certain internet
providers and internet related operations, it should be in a position to raise
the necessary capital to activate the Company.
Liabilities
The liabilities of the Company represent costs incurred in attempts to
establish business operations during the past six months.
Operations
The Company has had no operating revenues as demonstrated by the
financial statements. The expense associated with operations primarily consists
of general and administrative costs incurred while establishing the internet
business for the Company.
2
<PAGE>
Stockholders' Deficit
The Company has an accumulated loss of $14,846,786 which has been
incurred to date during the development stage.
Item 2. Changes in Securities and Use of Proceeds
During the six months ended June 30, 2000, the Company received cash of
$1,310,834 from the sale of 1,027,605 shares of its restricted common stock. The
Company also received about $887,000 from stock subscriptions related to 1999.
Subsequent to June 30, 2000, $100,000 of the $650,000 stock subscription
has been received.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
99.1 Financial Statements as of June 30, 2000
27 Financial Data Schedule
(b) Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Issuer has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
VisionGlobal Corporation
Dated: August 21, 2000 /s/ Martin G. Wotton
------------------------
Martin G. Wotton,
President and Director
3
<PAGE>
VISIONGLOBAL CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, December 31,
2000 1999
ASSETS (Unaudited) (Audited)
---------------------- ---------------------
CURRENT ASSETS
<S> <C> <C>
Cash in bank $ 938 $ 249,544
Prepaid expenses 138,065 145,327
Stock subscriptions 0 886,768
---------------------- ---------------------
TOTAL CURRENT ASSETS 139,003 1,281,639
EQUIPMENT 922,743 171,676
OTHER ASSETS
Security deposits 312,023 88,642
---------------------- ---------------------
$ 1,373,769 $ 1,541,957
====================== =====================
LIABILITIES & EQUITY
CURRENT LIABILITIES
Accounts payable $ 799,009 $ 98,210
Accrued expenses 46,003 110,703
Current portion of long-term debt 4,539 4,524
Loans payable 0 25,000
---------------------- ---------------------
TOTAL CURRENT LIABILITIES 849,551 238,437
LONG-TERM LIABILITIES
Long-term debt 22,205 24,288
---------------------- ---------------------
TOTAL LIABILITIES 871,756 262,725
STOCKHOLDERS' EQUITY
Common Stock $.001 par value:
Authorized - 100,000,000 shares
Issued and outstanding 23,087,963 shares
(22,034,250 in 1999) 23,088 22,034
Additional paid-in capital 21,161,885 4,005,497
Stock subscription (650,000) (650,000)
Unamortized stock compensation (5,186,174) 0
Deficit accumulated during the
development stage (14,846,786) (2,098,299)
---------------------- ---------------------
TOTAL STOCKHOLDERS' EQUITY 502,013 1,279,232
---------------------- ---------------------
$ 1,373,769 $ 1,541,957
====================== =====================
</TABLE>
F - 1
<PAGE>
VISIONGLOBAL CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
4/16/86
Three Months Ended Six Months Ended (Date of
June 30, June 30, inception) to
2000 1999 2000 1999 6/30/00
---------------- --------------- --------------- --------------- ---------------
<S> <C> <C> <C> <C> <C>
Net sales $ 0 $ 0 $ 0 $ 0 $ 0
Cost of sales 0 0 0 0 0
---------------- --------------- --------------- --------------- ---------------
GROSS PROFIT 0 0 0 0 0
General and administrative expenses 2,396,048 52,101 12,748,487 702,727 14,846,786
---------------- --------------- --------------- --------------- ---------------
NET LOSS $ (2,396,048) $ (52,101) $ (12,748,487) $ (702,727) $ (14,846,786)
================ =============== =============== =============== ================
Net income (loss) per weighted
average share $ (.11) $ (.00) $ (.57) $ (.04)
================ =============== =============== ===============
Weighted average number of common
shares used to compute net income
(loss) per weighted average share 22,625,886 17,302,000 22,338,401 16,204,334
================ =============== =============== ===============
</TABLE>
F - 2
<PAGE>
VISIONGLOBAL CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
4/16/86
(Date of
Six Months Ended June 30, Inception) to
2000 1999 6/30/00
--------------- --------------- ----------------
OPERATING ACTIVITIES
<S> <C> <C> <C>
Net (loss) $ (12,748,487) $ (702,727) $ (14,846,786)
Adjustments to reconcile net (loss) to cash used
by operating activities:
Stock issued for expenses 175,000 561,800 1,171,300
Amortized stock compensation 10,472,138 0 10,472,138
Amortization and depreciation 127,401 0 127,451
Changes in assets and liabilities:
Prepaid expense 7,262 0 (138,065)
Accounts payable 700,799 68,327 799,009
Accrued expenses (64,700) 0 46,003
--------------- --------------- ----------------
NET CASH USED
BY OPERATING ACTIVITIES (1,330,587) (72,600) (2,368,950)
INVESTING ACTIVITIES
Organization costs 0 0 (50)
Purchase of equipment (865,172) 0 (1,008,036)
Security deposit (223,381) 0 (312,023)
--------------- --------------- ----------------
NET CASH PROVIDED (USED)
BY INVESTING ACTIVITIES (1,088,553) 0 (1,320,109)
FINANCING ACTIVITIES
Proceeds from sale of common stock 2,197,602 72,600 3,434,934
Loans 0 0 45,000
Loan repayments (27,068) 0 (27,068)
Cash from subsidiary 0 0 237,131
--------------- --------------- ----------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 2,170,534 72,600 3,689,997
--------------- --------------- ----------------
INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS (248,606) 0 938
Cash and cash equivalents at beginning of year 249,544 0 0
--------------- --------------- ----------------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 938 $ 0 $ 938
=============== =============== ================
SUPPLEMENTAL INFORMATION
During the quarter ended June 30, 2000,
the Company issued 1,108 shares of
restricted stock for assets of $13,296.
Cash paid for interest $ 1,734 $ 0 $ 1,734
</TABLE>
F - 3
<PAGE>
VISIONGLOBAL CORPORATION AND SUBSIDIARIES
(A Development Stage Company)
SELECTED NOTES TO UNAUDITED
CONSOLIDATED FINANCIAL STATEMENTS
UNAMORTIZED STOCK COMPENSATION
The Company accounts for stock-based compensation under APB Opinion 25. Total
compensation cost recognized for stock options granted to employees is the
difference between the quoted market price of the stock at the grant date less
the amount the employee is required to pay. The cost is charged to expense over
the periods in which the employee performs the related services. Costs related
to future periods are recorded as unamortized stock compensation and deducted
from stockholders' equity.
Had the Company elected to apply Financial Accounting Standards Board Statement
No. 123, "Accounting for Stock-Based Compensation," using the fair value based
method, the Company's net loss and loss per share would have been increased to
the pro forma amounts indicated below:
Net loss as reported $(12,748,487)
Net loss pro forma $(17,714,498)
Loss per share as reported $(.57)
Loss per share pro forma $(.79)
F - 4
