<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 January 31, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period to
Commission file number - 0-25614
GLOBUS WIRELESS, LTD.
(formerly Globus Cellular, Ltd.
Globus Cellular & User Protection, Ltd.
And Leridges International, Inc.)
(Exact name of Small Business Company in its charter)
NEVADA 88-0228274
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
1955 Moss Court
Kelowna, British Columbia, Canada V1Y 9L3
(Address of principal executive offices) (Zip Code)
Company's Telephone number, including area code:
(604) 860-3130
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
------- --------
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:
11,541,917 of Common Stock ($.001 par value)
(Title of Class)
Transitional Small Business Disclosure Format (check one):
Yes No x
--------- --------
<PAGE>3
GLOBUS WIRELESS, LTD.
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:
Globus Wireless Ltd.
Balance Sheet
January 31, 2000
(Unaudited)
ASSETS
<TABLE>
<CAPTION>
Current assets:
<S> <C>
Cash $ 81,921
Accounts receivable, other 53,458
Inventories 18,162
Prepaid expenses 143,119
-----------
Total current assets 296,660
Property and equipment, at cost, less
accumulated depreciation of $108,736 360,021
Other assets 13,112
-----------
$ 669,793
===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 54,263
Notes payable 1,121
Accrued expenses 15,808
Accrued expenses - related party 28,633
-----------
Total current liabilities 99,825
Stockholders' equity:
Preferred stock, $.001 par value,
20,000,000 shares authorized, -
Common stock, $.001 par value,
100,000,000 shares authorized,
11,541,917 shares issued and
outstanding 11,539
Additional paid-in capital 5,175,640
Stock subscriptions (38,960)
Foreign exchange adjustment (10,540)
(Deficit) (4,567,711)
-----------
569,968
-----------
$ 669,793
===========
</TABLE>
See accompanying notes to financial statements.
<PAGE>5
Globus Wireless Ltd.
Statements of Operations
Three Months Ended January 31, 2000 and 1999
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
January 31, January 31,
2000 1999
-------- --------
<S> <C> <C>
Costs and expenses:
General and administrative 182,229 151,348
Research and development 30,371 10,065
----------- -----------
212,600 161,413
----------- -----------
Income (loss) from operations (212,600) (161,266)
Other income and (expense):
Interest income 2,307
Interest expense (5,027) (825)
----------- -----------
(2,720) (825)
----------- -----------
Income (loss) from continuing operations
before income taxes (215,320) (162,091)
Provision for income taxes - 3,019
----------- -----------
Net income (loss) $ (215,320) $ (153,213)
=========== ===========
Basic earnings (loss) per share:
Net income (loss) $ (0.02) $ (0.02)
=========== ===========
Weighted average shares outstanding 11,515,921 6,810,937
=========== ===========
Net income (loss) $ (215,320) $ (153,213)
Foreign exchange gain (loss) net of
income taxes 1,360 27,718
----------- -----------
Comprehensive income (loss) $ (213,960) $ (125,495)
</TABLE>
See accompanying notes to financial statements.
<PAGE>6
Globus Wireless Ltd.
Statements of Cash Flows
Three Months Ended January 31, 2000 and 1999
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
January 31, January 31,
2000 1999
-------- --------
<S> <C> <C>
Net cash provided by (used in)
operating activities (368,470) (39,943)
------------ ------------
Cash flows from investing activities:
Purchase of equipment (87,171) (10,124)
----------- -----------
Net cash provided by (used in)
investing activities (87,171) (10,124)
Cash flows from financing activities:
Common stock sold for cash 50,000 -
Increase in officer loans - 39,249
Repayment of notes payable - (199)
----------- -----------
Net cash provided by (used in)
financing activities 50,000 39,049
----------- -----------
Increase (decrease) in cash (405,641) (11,018)
Cash and cash equivalents,
beginning of period 487,562 31,673
----------- -----------
Cash and cash equivalents,
end of period $ 81,921 $ 20,655
=========== ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE>7
Globus Wireless, Ltd.
Notes to Financial Statements
January 31, 2000
Basis of presentation
The accompanying condensed unaudited financial statements have
been prepared in accordance with U.S. generally accepted
accounting principles for interim financial information and with
the instructions to form 10-QSB. 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) 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 form 10-KSB filed for the year
ended October 31, 1999.
Stockholders' equity
Basic (loss) per share was computed using the weighted average
number of common shares outstanding.
During the period ended January 31, 2000 the Company issued
30,487 shares of its common stock for cash aggregating $50,000.
Additionally during the period, the Company issued 53,750 shares
of its restricted common stock for services provided to the
Company valued at $1.64 per share.
The Company issued 377,750 shares of its common stock that had
been subscribed for during the year ended October 31, 1999.
<PAGE>8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations:
Capital Resources and Liquidity
The 1994 acquisition of the assets of Globus Cellular & User Protection
Ltd. (B.C.), put the Company in the position of starting a new business
in the wireless technology industry.
The Company's initial product was promoted actively in the marketplace
until December 1994. In early 1995 the Company moved towards research
of new antennae technologies and through until mid-1999 was a
development company. In 1996 final inventories of the original
shielding product were sold at a discount in a one-time sale.
During the three months ended January 31, 2000, the Company purchased
equipment valued at $87,171. As a result, net cash used in investing
activities was $87,171 for the three months ending January 31, 2000.
During the three months ended January 31, 1999, the Company purchased
equipment valued at $10,124 resulting in net cash provided used in
investing activities of $10,124.
During the three months ended January 31, 2000, the Company sold
common stock for cash of $50,000. As a result, the Company has net
cash used in financing activities of $50,000.
During the three months ended January 31, 1999, the Company had an
increase in officer loans of $39,249. For that same period, the Company
repaid $199 of notes payable. As a result, the Company had net cash
provided by financing activities of $39,049.
Commitments & Contingencies
Following the change in management in June 1999, the Company entered
into employment contracts with the officers for the Company. Two of
the agreements are for a three-year term and the third agreement is
scheduled for renewal in the second quarter of 2000. At year end
October 31, 1999 the agreements provided for monthly payments
aggregating $12,500 in total for the three officers. Each of the
agreements call for increases in the Company's monthly commitment,
subject to certain performance criteria being achieved. The agreements
are expected to continue in force until terminated by either party and
further details are provided in Item 10, Executive Compensation.
Discontinued Operation
Following the change in the management of the Company in June 1999, a
decision was made to immediately wind-up activities of the unprofitable
x-ray products division and set the core focus on wireless industry
technologies and products. Inventories were subsequently liquidated
and supplier contracts cancelled. In July 1999 the Company had
effectively ceased to operate this division, instead focusing on
bringing its antennae technologies and solutions expertise to market
and launching its new wireless accessories line.
Results of Operations.
For the three months ended January 31, 2000 compared to January 31,
1999. The Company had minimal revenue of $147 for the three months
ended January 31, 1999 compared to $0 for the three months ended
January 31, 2000. The Company had research and development costs of
$10,065 for the three months ended January 31, 1999 compared to
$30,371 for the three months ended January 31, 2000.
General and administrative expenses for the three months ended January
31, 2000 were $182,229 These expenses consisted primarily of
accounting $9,333, computer services of $1,137, delivery of $2,449,
legal fees of $3,779, marketing of $34,741, office expense of $8,278,
payroll taxes of $2,359, postage of $438, printing of $506, investor
relations expense of $12,380, professional fees of $7,184, rent of
$6,800, travel and entertainment of $15,307, telephone of $1,867,
utilities of $1,136, wages of $15,750 and miscellaneous expenses of
$351. The Company made management contract payments of $37,934. For
the three months ended January 31, 2000, the Company had depreciation
of $17,500 and amortization of $3,000 for the period ended January 31,
2000.
<PAGE>9
General and administrative expenses for the three months ended January 31,
1999 were $151,348. These expenses consisted primarily of accounting
($3,128), consulting ($23,509), legal fees ($10,750), marketing expense
($11,103), office expense ($3,921), promotion ($5,223), profession fees
($2,684), rent ($1,359), telephone ($3,591), travel ($11,282) and wages
($10,339). The Company had technology lease expense of $30,000 for the
three months ended January 31, 1999 and made management contract payments
of $22,500. For the three months ended January 31, 1999, the Company had
depreciation of $4,000 and amortization of $3,000 for the period ended
January 31, 1999.
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: April 20, 2000 /s/ Bernard Penner
---------------------------
Bernard Penner, President
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> OCT-31-2000
<PERIOD-END> JAN-31-2000
<CASH> 81,921
<SECURITIES> 0
<RECEIVABLES> 53,458
<ALLOWANCES> 0
<INVENTORY> 18,162
<CURRENT-ASSETS> 296,660
<PP&E> 360,021
<DEPRECIATION> 108,736
<TOTAL-ASSETS> 669,793
<CURRENT-LIABILITIES> 99,825
<BONDS> 0
<COMMON> 11,539
0
0
<OTHER-SE> 558,429
<TOTAL-LIABILITY-AND-EQUITY> 669,793
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 212,600
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,027
<INCOME-PRETAX> (215,320)
<INCOME-TAX> 0
<INCOME-CONTINUING> (215,320)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (215,320)
<EPS-BASIC> (.02)
<EPS-DILUTED> (.02)
</TABLE>
