Attached files
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[x] Quarterly Report Pursuant to Section 13 or 15(d) Securities
Exchange Act of 1934 for Quarterly Period Ended September 30, 2009
-OR-
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities And Exchange Act of 1934 for the transaction period from
_________ to________
Commission File Number 333-133961
Globalink, Ltd.
--------------------------------------------
(Exact name of registrant as specified in its charter)
Nevada 06-1812762
-----------------------------------------------------------------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization Identification Number)
938 Howe Street, Suite 405
Vancouver, BC V6Z 1N9
-----------------------------------------------------------------------
Address of principal executive offices, Zip Code
(604) 828-8822
------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the issuer (1) 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 [ X ] No [ ]
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerate filer, or a small
reporting company as defined by Rule 12b-2 of the Exchange Act):
Large accelerated filer [ ] Non-accelerated filer [ ]
Accelerated filer [ ] Smaller reporting company [x]
Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act).
Yes [ ] No [x]
The number of outstanding shares of the registrant's common stock,
November 20, 2009:
Common Stock - 24,785,000
2
PART I
Item I - FINANCIAL STATEMENTS
Consolidated Balance Sheet as of September 30, 2009 and December 31,
2008
Consolidated Statement of Operations for the three and nine months
ended September 30, 2009 and 2008
Consolidated Statement of Cash Flows for the nine months ended
September 30, 2009 and year ended December 31, 2008
Consolidated Notes to Financial Statements
3
Globalink, Ltd. and Subsidiary
Consolidated Balance Sheets
(Expressed in U.S. Dollars)
(unaudited)
September 30, 2009 December 31, 2008
------------- -----------------
ASSETS
CURRENT ASSETS:
Cash $ 355,706 $ 579,464
Accounts receivable trade 46,852 109,405
Other Receivable - 28,743
Other Current Assets 69,518 22,383
--------- ----------
TOTAL CURRENT ASSETS 472,076 739,995
--------- ----------
Fixed assets, net of accumulated depreciation 15,669 17,909
Other assets:
Goodwill 274,449 274,449
--------- ----------
TOTAL ASSETS $ 762,194 $1,032,353
========= ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable and accrual $ 391,363 $ 388,775
Notes payable OneWorld Acquisition 159,105 469,800
Other current liabilities 56,517 2,974
--------- ----------
TOTAL CURRENT LIABILITIES 606,985 861,550
--------- ----------
OTHER LIABILITIES:
Advances from Shareholders - 30,390
--------- ----------
Total other liabilities - 30,390
--------- ----------
TOTAL LIABILITIES 606,985 891,940
--------- ----------
STOCKHOLDERS' EQUITY:
Common stock, $.0002 par value, 500,000,000 shares
authorized, 24,785,000 shares issue and outstanding 4,957 4,957
Paid-in Surplus 403,243 403,243
Retained earnings (252,991) (267,787)
--------- ----------
TOTAL STOCKHOLDERS' EQUITY 155,209 140,413
--------- ----------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 762,194 $1,032,353
========= ==========
The accompanying notes are an integral part of these statements.
4
Globalink, Ltd. and Subsidiary
Consolidated Statements of Operations
(Expressed in U.S. Dollars)
(Unaudited)
Three Months Nine Months
Ended Ended
September 30, September 30,
2009 2008 2009 2008
---------- ---------- ---------- ----------
Revenue $ 69,482 $ 836 $ 195,426 $ 836
Expenses
Wages & salaries 39,197 - 134,485 -
Expenses from subsidiary - - - -
Other administrative expenses 16,624 6,944 68,570 20,514
--------- --------- --------- ---------
55,821 6,944 203,055 20,514
--------- --------- --------- ---------
Income (deficit) from operations 13,661 (6,108) (7,629) (19,678)
--------- --------- --------- ---------
Other income and expenses 5,145 - 22,425 -
--------- --------- --------- ---------
Income before income taxes 18,806 (6,108) 14,796 (19,678)
Income tax - - - -
--------- --------- --------- ---------
Income for the period $ 18,806 $ (6,108) $ 14,796 $ (19,678)
========= ========= ========= =========
Basic and diluted Loss
per Share $ 0.00 $ (0.00) $ (0.00) $ (0.00)
========= ========= ========= =========
Weighted Number of
Common Shares 24,785,000 24,785,000 24,785,000 24,785,000
========== ========== ========== ==========
The accompanying notes are an integral part of these statements.
5
Globalink, Ltd. and Subsidiary
Consolidated Statement of Cash Flows
(Expressed in U.S. Dollars)
(Unaudited)
For nine months For nine months
ended ended
Sept. 30, 2009 Sept. 30, 2008
-------------- --------------
Cash Flows from Operating Activities
Loss for the period $14,796 (19,678)
Less Depreciation not requiring
use of funds 3,701 2,201
Net loss on exchange transactions - -
Net changes in working capital balances
Accounts receivable 62,553 280
Other Receivable 28,743 -
Other Current Assets (47,135) -
Accounts payable and accruals 2,587 -
Other Current Liabilities - -
Due to government agencies - -
Directors' services paid in shares - -
---------- ---------
Cash flows used in operating
activities 118,788 (17,197)
---------- ---------
Cash Flows from Financing Activities
Advances from shareholders (30,390) 2,894
Share capital issued - -
--------- ---------
Cash flows provided by (used in)
financing activities (30,390) 2,894
--------- ---------
Cash Flows from Investing Activities
Acquisition of capital assets (1,461) -
Note payable for purchase of sub (310,695) -
Purchase effects of subsidiary - -
Cash from acquisition of subsidiary - -
--------- ---------
Cash flows provided by (used in)
Investing activities (312,156) -
Net (Decrease) Increase in Cash and
Cash Equivalents (223,758) (14,303)
Cash and Cash Equivalents at
Beginning of Period 579,464 81,077
--------- ---------
Cash and Cash Equivalents at
end of Period $ 355,706 $ 66,774
========= =========
Represented by:
Cash $ 355,706 $ 66,774
========= =========
See accompanying notes
6
Globalink, Ltd. and Subsidiary
Notes to Financial Statements
For The Period from January 1, 2009 through September 30, 2009
(Expressed in U.S. Dollars)
1. Nature of Operations
GLOBALINK LTD. was incorporated in the State of Nevada on February 3,
2006. GLOBALINK has focused its efforts in the Internet Hotel booking
services arena. The Company has developed a proprietary online hotel
booking program for connecting users with available rooms in hotels
across the world. In order to gain the access to the hotels, GLOBALINK
LTD. acquired OneWorld Hotel Destination Service Inc in Vancouver, B.C.
Canada on October 31, 2008. OneWorld Hotel Destination Service Inc is
a hotel booking company which has established strong relationships with
major hotel chains such as Radisson, Hilton and Sheraton. Its clients
include travel agents in major cities such as Vancouver, Toronto,
Calgary, and Montreal. After the acquisition the Company intends to put
the OneWorld operations into the online platform.
2. Accounting Policies
The financial statements have been prepared in accordance with
generally accepted accounting principles accepted in the United States
of America and reflect the following policies:
a) Translation of foreign currencies
Monetary assets and liabilities in foreign currencies are translated
into United States dollars at the prevailing year-end exchange rates.
Revenue and expense items are translated at the average rates in effect
during the month of transaction. Resulting exchange gains and losses on
transactions are included in the determination of earnings for the
year. The exchange loss for this period from January 1 to December
31, 2008 is $151.
b) Financial instruments
The Company's financial instruments consist of accounts receivable,
accounts payable, directors' fees payable and advances from
shareholders. It is management's opinion that the Company is not
exposed to significant interest rate risk arising from these financial
instruments and that their carrying values approximate their fair
values.
c) Use of estimates
The preparation of financial statements in conformity with generally
accepted accounting principles accepted in the United States of America
requires management to make estimates and assumptions which affect the
reported amounts of assets and liabilities and the disclosure of
contingent assets and liabilities at the date of the financial
statements and revenues and expenses for the year reported. Actual
results could differ from those estimates.
7
Globalink, Ltd. and Subsidiary
Notes to Financial Statements
For The Period from January 1, 2009 through September 30, 2009
(Expressed in U.S. Dollars)
d) Stock-based compensation
FAS 123(r), Accounting for Stock-based compensation requires companies to
record compensation cost for stock-based employee compensation to be
measured at the grant date, and not subsequently revised. The company
has chosen to continue to account for stock-based compensation using
the provisions of FAS 123(r). In addition the company's policy is to
account for all stock based transactions in conformance with FAS 123(r).
e) Income taxes
The Company utilizes the asset and liability method for income taxes.
Under this method, deferred tax assets and liabilities are recognized
for the future tax consequences attributable to differences between the
financial statement carrying amounts of existing assets and liabilities
and their respective tax bases and operating loss and tax credit
carryforwards. Deferred tax assets and liabilities are measured using
enacted tax rates expected to apply to taxable income in the years in
which those temporary differences are expected to be recovered or
settled. The effect on deferred tax assets and liabilities of a change
in tax rates is recognized in income in the period that includes the
enactment date. The company provides a valuation allowance on net
deferred tax assets when it is more likely than not that such assets
will be realized. Currently the Company does not have any proven
periods of profitability. With the purchase of OneWorld Hotel
Destination Services, Inc., the Company has projected profitability in
the following years. When this profitability is realized, the Company
will enact Statements of Financial Accounting Standards regarding
Accounting for Income Taxes.
f) Basic and diluted loss per share
Basic loss per common share is based upon the net loss for the year
divided by the weighted average number of common shares outstanding
during the year. Such effect was not dilutive in any of the years
presented.
g) Revenue recognition
Revenue is recorded when the corresponding expense can be recognized.
Due to this matching principle, revenue is reported by the net proceeds
of the services performed as required by EIFT 99-19.
h) Accounts receivable
Trade receivables are carried at original invoice amount. Accounts
receivable are written off to bad debt expense using the direct write-
off method. Receivables past due for more than 120 days are considered
delinquent. Management determines uncollectible accounts by regularly
evaluating individual customer receivables and considering a customer's
financial condition, credit history, and current economic conditions
and by using historical experience applied to an aging of accounts.
Recoveries of trade receivables previously written off are recorded
when received.
8
Globalink, Ltd. and Subsidiary
Notes to Financial Statements
For The Period from January 1, 2009 through June 30, 2009
(Expressed in U.S. Dollars)
3. Restated statements
The financial statements have been revised due to management's
determination that the merger of the Company with OneWord Hotel
Destination Services, Inc. which was originally shown without the
creation of Goodwill was incorrect. The statements have been revised
for the creation of Goodwill. All statement since October 31, 2008,
date of merger, have been revised for this correction. The quarterly
statements have been restated up to and including June 30, 2009.
The following table represents the effects of the restated statements
as of December 31, 2008:
Restated Original
2008 2008
-------- --------
Sales 247,685 247,685
Loss (106,831) (72,291)
Common Stock 4,957 4,957
Paid in Surplus 403,243 128,794
Retained Deficit (267,787) (267,787)
Earnings Per Share (0.0046) (0.0031)
4. Fixed assets
Furniture, fixtures and equipment are recorded at cost. Depreciation
is provided annually at rates calculated to write off the assets over
their estimated useful lives as follows, except in the year of
acquisition when one half of the rate is used. The Company uses an
accelerated method of depreciating their assets over their useful
lives.
Computer equipment acquired
before March 24, 2004 30%, declining balance
Computer equipment acquired
after March 23, 2004 45%, declining balance
Furniture and equipment 20%, declining balance
Leasehold improvements 20%, straight line
5. Advances from Shareholders
Advances from shareholders are for the reimbursement of expenses
incurred on behalf of the company by the three principal shareholders
and they bear no interest due. These notes are short term advances
which are paid generally within one year. The balance at December 31,
2008 was $30,390.
9
Globalink, Ltd. and Subsidiary
Notes to Financial Statements
For The Period from January 1, 2009 through June 30, 2009
(Expressed in U.S. Dollars)
6. Operating Leases
The Company leases its administrative offices for US$938 per month. The
lease expires in May 2011. The operating lease expense for the year
ended December 31, 2008 was $1,876. Future minimum lease payments are
as follows:
Fiscal year ending June 30,
2009 $ 11,256
2010 11,256
2011 11,256
---------
$ 33,768
The Company leases a motor vehicle under an operating lease for a term
of 48 months from June 21, 2005 at a monthly payment of US$537
excluding taxes. Future minimum payments are as follows:
Fiscal year ending June 30, 2009 $6,450
7. Supplemental information - consolidated statements
One World Globalink
9/30/09 9/30/09 Eliminations Consolidated
-------- -------- ------------ ------------
ASSETS
Current Assets:
Cash $ 333,323 $ 22,383 - $355,706
Accounts receivable 46,852 - - 46,852
Other receivable 310,695 - (310,695) -
Investment in subsidiary - 383,020 (383,202) -
Other current assets 69,518 - - 69,518
--------- --------- --------- ---------
Total current assets 760,388 405,403 (693,715) 472,076
Fixed assets, net
Of accumulated depreciation 7,499 8,170 - 15,669
Goodwill - 274,449 - 274,449
--------- --------- --------- ---------
TOTAL ASSETS $ 767,887 $ 688,022 $(693,715) $ 762,194
========= ========= ========= =========
LIABILITIES AND SHAREHOLDERS EQUITY
Current Liabilities
Accounts payable $ 358,873 $ 32,490 $ - $ 391,363
Notes payable - 469,800 (310,695) 159,105
Other current liabilities 25,994 30,523 - 56,517
--------- --------- --------- ---------
Total current liabilities 384,867 532,813 (310,695) 606,985
10
Globalink, Ltd. and Subsidiary
Notes to Financial Statements
For The Period from January 1, 2009 through September 30, 2009
(Expressed in U.S. Dollars)
Shareholders Equity
Common stock 16,400 4,957 (16,400) 4,957
Paid in surplus - 403,243 - 403,243
Retained earnings/(deficit) 366,620 (252,991) (366,620) (252,991)
--------- --------- -------- ---------
Total shareholders equity 353,869 (155,209) (383,020) 155,209
--------- --------- -------- ---------
TOTAL LIABILITIES AND SHAREHOLDERS
EQUITY $ 745,828 $ 688,022 $(693,715) $ 762,194
========= ========= ========= =========
January through September 30, 2009
One World** Global Eliminations Consolidated
Revenue: 195,426 41,044 (41,044) 195,426
Expenses:
Wages and salaries 134,485 - - 134,485
Subsidiary expenses - - - -
Other administrative expenses 41,818 26,752 - 68,570
-------- -------- -------- ---------
Total expenses 176,303 26,752 - 203,055
-------- -------- -------- ---------
Income/(loss) from operations 19,123 14,292 (41,044) (7,629)
Other income/(expenses) 21,921 504 - 22,425
-------- -------- -------- ---------
Income before income taxes 41,044 14,796 (41,044) 14,796
Income taxes - - - -
-------- -------- -------- ---------
Net income/(loss) $ 41,044 $ 14,796 $(41,044) $ 14,796
======== ======== ======== =========
**The OneWorld income includes the amounts since acquisition November
1, 2008 through December 31, 2008.
8. Business Combination
Effective October 31, 2008, the Company issued 2,000,000 shares of
common stock and a notes payable to acquire all of the outstanding
stock of OneWorld Hotel Destination Services, Inc. The purchase is
being accounted for as an acquisition as required by SFAS No. 141. The
Company did not issue a significant amount of its stock to acquire the
OneWorld and therefore it is not considered a reverse acquisition under
SFAS No. 141. Although OneWorld Hotel Destination Services, Inc.
operations are significantly greater, GlobaLink is considered the
predecessor company due to the fact that a majority of Globalink's
shareholders own a majority of the outstanding shares. Goodwill has
been recorded and listed as another asset. The purchase is being
reported and operating as a wholly owned subsidiary of the parent
company.
11
Globalink, Ltd. and Subsidiary
Notes to Financial Statements
For The Period from January 1, 2009 through September 30, 2009
(Expressed in U.S. Dollars)
OneWorld Globalink
10/31/08 10/31/08 Eliminations Consolidated
-------- -------- ------------ ------------
ASSETS
Current Assets:
Cash $ 623,005 $ 66,080 - $689,085
Accounts receivable 252,698 251 - 252,949
Investment in subsidiary - 375,351 375,351 -
Other current assets 17,224 - - 17,224
--------- --------- --------- ---------
Total current assets 892,927 441,682 375,351 959,258
Other Assets:
Goodwill - 274,449 - 274,449
Other 44,536 11,020 - 55,556
--------- --------- --------- ---------
TOTAL ASSETS $ 937,463 $ 727,151 $ 375,351 $1,289,263
========= ========= ========= =========
LIABILITIES AND SHAREHOLDERS EQUITY
Current Liabilities
Accounts payable $ 560,263 $ 1,280 $ - $ 561,543
Other current liabilities 1,849 500,100 - 501,949
--------- --------- --------- ---------
Total current liabilities 562,112 501,380 - 1,063,492
Shareholders Equity
Common stock 6,382 4,957 (6,382) 4,957
Paid in surplus - 403,243 - 403,243
Retained earnings/(deficit) 362,587 (182,429) (362,587) (182,429)
--------- --------- -------- ---------
Total shareholders equity 375,351 225,771 (375,351) 225,771
--------- --------- --------- ---------
TOTAL LIABILITIES AND SHAREHOLDERS
EQUITY $ 937,463 $ 727,151 $(375,351) $1,289,263
========= ========= ========= ==========
January through December 31, 2008
One World** Global Eliminations Consolidated
Revenues $97,996 $ - $ - $ 97,996
Expenses:
Wages and salaries 44,386 - - 44,386
Other administrative expenses 28,821 8,990 - 37,811
-------- ---------- ---------- ---------
Total expenses 73,207 8,990 - 82,197
-------- ---------- ---------- ---------
Income/(loss) from operations 24,789 (8,990) - 15,799
12
Globalink, Ltd. and Subsidiary
Notes to Financial Statements
For The Period from January 1, 2009 through September 30, 2009
(Expressed in U.S. Dollars)
Other income/(expenses) (5,191) 1,088 - (4,103)
-------- ---------- ---------- ---------
Income before income taxes 19,598 (7,902) - 11,696
Income taxes - - - -
-------- ---------- ---------- ---------
Net income/(loss) 19, 598 $ (7,902) $ - $ 11,696
======== ========== ========== =========
** OneWorld is reported for the four months ended October 31, 2008
9. Capital Stock
Authorized
500,000,000 Common shares with $0.0002 par value
Issued
24,785,000 shares
The Company issued 2,625,000 shares for cash of $.0133333 per share in
the amount of $35,000 and 1,125,000 shares for services at $.10 in the
amount of $112,500 in 2006.
13
Globalink, Ltd. and Subsidiary
Notes to Financial Statements
For The Period from January 1, 2009 through September 30, 2009
(Expressed in U.S. Dollars)
The Company also issued 807,000 shares at $.10 in the amount of $80,700
for cash under the filing with the Securities and Exchange Commission
of the United States in 2007.
The Company split its common stock on a 5 for 1 basis on July 1, 2008.
The Company issued 2,000,000 shares to Vincent Au in exchange for 100%
of his shares in One World Hotel Destination Service, Inc. on October
31, 2008.
10. Net Revenue
The Company follows the reporting requirements of EIFT 99-19, which
requires revenue to be reported net after costs. Following is the
gross revenue and expenses for the nine months ending September 30,
2009 and September 30, 2008.
09/30/2009 09/30/2008
Gross Revenue $1,863,285 $ -
Cost of Revenue 1,620,656 -
---------- --------
Net Revenue $ 242,629 $ -
11. New accounting pronouncements:
In May 2008, the Financial Accounting Standards Board ("FASB") issued
SFAS No. 163, "Accounting for Financial Guarantee Insurance Contracts-
and interpretation of FASB Statement No. 60". SFAS No. 163 clarifies
how Statement 60 applies to financial guarantee insurance contracts,
including the recognition and measurement of premium revenue and claims
liabilities. This statement also requires expanded disclosures about
financial guarantee insurance contracts. SFAS No. 163 is effective for
fiscal years beginning on or after December 15, 2008, and interim
periods within those years. SFAS No. 163 has no effect on the Company's
financial position, statements of operations, or cash flows at this
time.
In May 2008, the Financial Accounting Standards Board ("FASB") issued
SFAS No. 162, "The Hierarchy of Generally Accepted Accounting
Principles". SFAS No. 162 sets forth the level of authority to a given
accounting pronouncement or document by category. Where there might be
conflicting guidance between two categories, the more authoritative
category will prevail. SFAS No. 162 will become effective 60 days after
the SEC approves the PCAOB's amendments to AU Section 411 of the AICPA
Professional Standards. SFAS No. 162 has no effect on the Company's
financial position, statements of operations, or cash flows at this
time.
14
Globalink, Ltd. and Subsidiary
Notes to Financial Statements
For The Period from January 1, 2009 through September 30, 2009
(Expressed in U.S. Dollars)
In March 2008, the Financial Accounting Standards Board, or FASB,
issued SFAS No. 161, Disclosures about Derivative Instruments and
Hedging Activities-an amendment of FASB Statement No. 133. This
standard requires companies to provide enhanced disclosures about (a)
how and why an entity uses derivative instruments, (b) how derivative
instruments and related hedged items are accounted for under Statement
133 and its related interpretations, and (c) how derivative instruments
and related hedged items affect an entity's financial position,
financial performance, and cash flows. This Statement is effective for
financial statements issued for fiscal years and interim periods
beginning after November 15, 2008, with early application encouraged.
The Company has not yet adopted the provisions of SFAS No. 161, but
does not expect it to have a material impact on its consolidated
financial position, results of operations or cash flows.
In December 2007, the SEC issued Staff Accounting Bulletin (SAB) No.
110 regarding the use of a "simplified" method, as discussed in SAB No.
107 (SAB 107), in developing an estimate of expected term of "plain
vanilla" share options in accordance with SFAS No. 123 (R), Share-Based
Payment. In particular, the staff indicated in SAB 107 that it will
accept a company's election to use the simplified method, regardless of
whether the company has sufficient information to make more refined
estimates of expected term. At the time SAB 107 was issued, the staff
believed that more detailed external information about employee
exercise behavior (e.g., employee exercise patterns by industry and/or
other categories of companies) would, over time, become readily
available to companies. Therefore, the staff stated in SAB 107 that it
would not expect a company to use the simplified method for share
option grants after December 31, 2007. The staff understands that such
detailed information about employee exercise behavior may not be widely
available by December 31, 2007. Accordingly, the staff will continue to
accept, under certain circumstances, the use of the simplified method
beyond December 31, 2007. The Company currently uses the simplified
method for "plain vanilla" share options and warrants, and will assess
the impact of SAB 110 for fiscal year 2009. It is not believed that
this will have an impact on the Company's consolidated financial
position, results of operations or cash flows.
In December 2007, the FASB issued SFAS No. 160, Noncontrolling
Interests in Consolidated Financial Statements-an amendment of ARB No.
51. This statement amends ARB 51 to establish accounting and reporting
standards for the noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. It clarifies that a noncontrolling
interest in a subsidiary is an ownership interest in the consolidated
entity that should be reported as equity in the consolidated financial
statements. Before this statement was issued, limited guidance existed
for reporting noncontrolling interests. As a result, considerable
diversity in practice existed. So-called minority interests were
reported in the consolidated statement of financial position as
liabilities or in the mezzanine section between liabilities and equity.
15
Globalink, Ltd. and Subsidiary
Notes to Financial Statements
For The Period from January 1, 2009 through September 30, 2009
(Expressed in U.S. Dollars)
This statement improves comparability by eliminating that diversity.
This statement is effective for fiscal years, and interim periods
within those fiscal years, beginning on or after December 15, 2008
(that is, January 1, 2009, for entities with calendar year-ends).
Earlier adoption is prohibited. The effective date of this statement is
the same as that of the related Statement 141 (revised 2007). The
Company will adopt this Statement beginning March 1, 2009. It is not
believed that this will have an impact on the Company's consolidated
financial position, results of operations or cash flows.
In December 2007, the FASB, issued FAS No. 141 (revised 2007), Business
Combinations.' This Statement replaces FASB Statement No. 141, Business
Combinations, but retains the fundamental requirements in Statement
141. This Statement establishes principles and requirements for how
the acquirer: (a) recognizes and measures in its financial statements
the identifiable assets acquired, the liabilities assumed, and any
noncontrolling interest in the acquiree; (b) recognizes and measures
the goodwill acquired in the business combination or a gain from a
bargain purchase; and (c) determines what information to disclose to
enable users of the financial statements to evaluate the nature and
financial effects of the business combination. This statement applies
prospectively to business combinations for which the acquisition date
is on or after the beginning of the first annual reporting period
beginning on or after December 15, 2008. An entity may not apply it
before that date. The effective date of this statement is the same as
that of the related FASB Statement No. 160, Noncontrolling Interests in
Consolidated Financial Statements. The Company will adopt this
statement beginning March 1, 2009. It is not believed that this will
have an impact on the Company's consolidated financial position,
results of operations or cash flows.
In February 2007, the FASB, issued SFAS No. 159, The Fair Value Option
for Financial Assets and Liabilities-Including an Amendment of FASB
Statement No. 115. This standard permits an entity to choose to
measure many financial instruments and certain other items at fair
value. This option is available to all entities. Most of the
provisions in FAS 159 are elective; however, an amendment to FAS 115
Accounting for Certain Investments in Debt and Equity Securities
applies to all entities with available for sale or trading securities.
Some requirements apply differently to entities that do not report net
income. SFAS No. 159 is effective as of the beginning of an entities
first fiscal year that begins after November 15, 2007. Early adoption
is permitted as of the beginning of the previous fiscal year provided
that the entity makes that choice in the first 120 days of that fiscal
year and also elects to apply the provisions of SFAS No. 157 Fair
Value Measurements. The Company will adopt SFAS No. 159 beginning
March 1, 2008 and is currently evaluating the potential impact the
adoption of this pronouncement will have on its consolidated financial
statements.
16
Globalink, Ltd. and Subsidiary
Notes to Financial Statements
For The Period from January 1, 2009 through September 30, 2009
(Expressed in U.S. Dollars)
In September 2006, the FASB issued SFAS No. 157, Fair Value
Measurements. This statement defines fair value, establishes a
framework for measuring fair value in generally accepted accounting
principles (GAAP), and expands disclosures about fair value
measurements. This statement applies under other accounting
pronouncements that require or permit fair value measurements, the
Board having previously concluded in those accounting pronouncements
that fair value is the relevant measurement attribute. Accordingly,
this statement does not require any new fair value measurements.
However, for some entities, the application of this statement will
change current practice. This statement is effective for financial
statements issued for fiscal years beginning after November 15, 2007,
and interim periods within those fiscal years. Earlier application is
encouraged, provided that the reporting entity has not yet issued
financial statements for that fiscal year, including financial
statements for an interim period within that fiscal year. The Company
will adopt this statement March 1, 2008, and it is not believed that
this will have an impact on the Company's consolidated financial
position, results of operations or cash flows.
These new accounting pronouncements are not currently expected to have
a material effect on our financial Statements, except as noted above.
12. Acquisition of OneWorld Hotel Destination Services, Inc.(OneWorld)
Effective October 31, 2008 the Company acquired all of the outstanding
stock of OneWorld. The Company has not merged OneWorld's operations
into its own.
17
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Trends and Uncertainties.
We are pursuing financing for our operations and seeking additional
investments to launch the Hotel Travel booking web site. We will need
a minimum of $500,000 over the next twelve months to continue the
operation and to launch the Hotel Travel booking web site. We acquired
all of the common shares of OneWorld for 2,000,000 common shares and a
promissory note. In addition, we are seeking to expand our revenue
base by adding new customers and increasing our marketing and
advertising. Failure to secure such financing or to raise additional
equity capital and to expand its revenue base may result in Globalink
depleting our available funds and not being able to pay our
obligations.
There are several known trends that are reasonably likely to have a
material effect on our net sales or revenues alongside our income from
continuing operations and profitability.
We expect to experience significant fluctuations in our future
operating results due to a variety of factors, many of which are
outside our control. Factors that may adversely affect our quarterly
operating results include but are not limited to:
- Our ability to develop and complete the hotel booking website.
- Our ability to attract customer to use our web site and maintain
user satisfaction;
- Our ability to attract hotel suppliers to post their hotel rooms
in our web site.
- Our ability to maintain our projected 10% commission profit from
the hotel suppliers.
- Our ability to hire and train qualified personnel.
- Our ability to resolve any technical difficulties and system
downtime or Internet disconnection.
- Governmental regulations on use of Internet as a tool to conduct
business transaction.
- Change of customer's acceptance to use Internet to book hotel rooms.
We may also incur losses for the foreseeable future due to costs and
expenses related to:
- The implementation of our hotel booking web site business
model;
- Marketing and other promotional activities;
- Competition
- The continued development of our website;
- High cost to maintain the hotel booking web site, and
- Hiring and training new staff for customer services.
We cannot be sure that we will be successful in addressing these risks
and uncertainties and our failure to do so could have a materially
adverse effect on our financial condition. In addition, our operating
results are dependent to a large degree upon factors outside of our
18
control. There are no assurances that we will be successful in
addressing these risks, and failure to do so may adversely affect our
business.
Capital and Source of Liquidity.
Prior to the acquisition of OneWorld, all of Globalink's operating
capital has either been advanced by current shareholders or from
proceeds for the issuance on common shares.
After acquisition of OneWorld on Oct 31, 2008, Globalink received
significant improvement in cash position. By the end of September 30,
2009, Globalink & its subsidiary have $355,706 cash on hand.
For the nine months ended September 30, 2009, Globalink acquired
capital assets of $1,461 and has a note payable for the purchase of
subsidiary of $(310,695). As a result, Globalink had cash flows used
in investing activities of $312,156 for the nine months ended September
30, 2009.
For the nine months ended September 30, 2008, Globalink did not pursue
any investing activities.
For the nine months ended September 30, 2009, Globalink received
advances from shareholders of $30,390 resulting in cash flows from
financing activities of $30,390.
For the nine months ended September 30, 2008, Globalink received
advances from shareholders of $2,894 resulting in cash flows from
financing activities of $2,894.
Results of Operations
For the three months ended September 30, 2009, Globalink received
revenues of $69,482. Expenses consisted of wages and salaries of
$39,197 and other administrative expenses of $16,624. These amounts
increased over 2008 due to the acquisition of OneWorld.
For the three months ended September 30, 2008, Globalink received any
revenues of $836. The net loss for the period was $(6,108). The
expenses of $6,944 consisted mainly of basic operating expenses and
legal and accounting expenses necessary to complete filings with the
Securities and Exchange Commission.
For the nine months ended September 30, 2009, Globalink received
revenues of $195,426. The loss for the nine months ended September 30,
2009 was $(7,629). Expenses consisted of wages and salaries of
$134,485 and other administrative expenses of $68,570. These amounts
increased over 2008 due to the acquisition of OneWorld.
19
For the nine months ended September 30, 2008, Globalink received
revenue of $836. The net loss for the period was $(19,678). The other
administrative expenses of $20,514 consisted mainly of basic operating
expenses and legal and accounting expenses necessary to complete
filings with the Securities and Exchange Commission.
Hotel booking web site: The initial structure and preliminary functions
of the Hotel Booking Web sites are done. We will launch the hotel web
site in two stages.
The first stage of the web site to launch will be the booking functions
for the existing customers of OneWorld. We believe the on-line booking
will help the OneWorld sales increase significantly because they can
capture new sales without the time zone difference in a short period of
time. We also accept and welcome the comments and suggestion from the
existing users (customers) about the web site. These suggestions will
help us to improve our web site to be more user-friendly and easy to
use.
By the end of this year, we will launch the final product, Hotel
Booking Web site for consumers in general.
Off-Balance Sheet Arrangements
Globalink had no material off-balance sheet arrangements as of September
30, 2009.
Contractual Obligations
Globalink has no material contractual obligations
New Accounting Pronouncements
In May 2008, the Financial Accounting Standards Board ("FASB") issued
SFAS No. 163, "Accounting for Financial Guarantee Insurance Contracts-
and interpretation of FASB Statement No. 60". SFAS No. 163 clarifies
how Statement 60 applies to financial guarantee insurance contracts,
including the recognition and measurement of premium revenue and claims
liabilities. This statement also requires expanded disclosures about
financial guarantee insurance contracts. SFAS No. 163 is effective for
fiscal years beginning on or after December 15, 2008, and interim
periods within those years. SFAS No. 163 has no effect on the
registrant's financial position, statements of operations, or cash
flows at this time.
In May 2008, the Financial Accounting Standards Board ("FASB") issued
SFAS No. 162, "The Hierarchy of Generally Accepted Accounting
Principles". SFAS No. 162 sets forth the level of authority to a given
accounting pronouncement or document by category. Where there might be
conflicting guidance between two categories, the more authoritative
category will prevail. SFAS No. 162 will become effective 60 days after
20
the SEC approves the PCAOB's amendments to AU Section 411 of the AICPA
Professional Standards. SFAS No. 162 has no effect on the registrant's
financial position, statements of operations, or cash flows at this
time.
In March 2008, the Financial Accounting Standards Board, or FASB,
issued SFAS No. 161, Disclosures about Derivative Instruments and
Hedging Activities-an amendment of FASB Statement No. 133. This
standard requires companies to provide enhanced disclosures about (a)
how and why an entity uses derivative instruments, (b) how derivative
instruments and related hedged items are accounted for under Statement
133 and its related interpretations, and (c) how derivative instruments
and related hedged items affect an entity's financial position,
financial performance, and cash flows. This Statement is effective for
financial statements issued for fiscal years and interim periods
beginning after November 15, 2008, with early application encouraged.
The registrant has not yet adopted the provisions of SFAS No. 161, but
does not expect it to have a material impact on its consolidated
financial position, results of operations or cash flows.
In December 2007, the SEC issued Staff Accounting Bulletin (SAB) No.
110 regarding the use of a "simplified" method, as discussed in SAB No.
107 (SAB 107), in developing an estimate of expected term of "plain
vanilla" share options in accordance with SFAS No. 123 (R), Share-Based
Payment. In particular, the staff indicated in SAB 107 that it will
accept a company's election to use the simplified method, regardless of
whether the company has sufficient information to make more refined
estimates of expected term. At the time SAB 107 was issued, the staff
believed that more detailed external information about employee
exercise behavior (e.g., employee exercise patterns by industry and/or
other categories of companies) would, over time, become readily
available to companies. Therefore, the staff stated in SAB 107 that it
would not expect a company to use the simplified method for share
option grants after December 31, 2007. The staff understands that such
detailed information about employee exercise behavior may not be widely
available by December 31, 2007. Accordingly, the staff will continue
to accept, under certain circumstances, the use of the simplified
method beyond December 31, 2007. The registrant currently uses the
simplified method for "plain vanilla" share options and warrants, and
will assess the impact of SAB 110 for fiscal year 2009. It is not
believed that this will have an impact on the Company's consolidated
financial position, results of operations or cash flows.
In December 2007, the FASB issued SFAS No. 160, Noncontrolling
Interests in Consolidated Financial Statements-an amendment of ARB No.
51. This statement amends ARB 51 to establish accounting and reporting
standards for the noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. It clarifies that a noncontrolling
interest in a subsidiary is an ownership interest in the consolidated
entity that should be reported as equity in the consolidated financial
statements. Before this statement was issued, limited guidance existed
for reporting noncontrolling interests. As a result, considerable
21
diversity in practice existed. So-called minority interests were
reported in the consolidated statement of financial position as
liabilities or in the mezzanine section between liabilities and equity.
This statement improves comparability by eliminating that diversity.
This statement is effective for fiscal years, and interim periods
within those fiscal years, beginning on or after December 15, 2008
(that is, January 1, 2009, for entities with calendar year-ends).
Earlier adoption is prohibited. The effective date of this statement is
the same as that of the related Statement 141 (revised 2007). The
registrant will adopt this Statement beginning March 1, 2009. It is not
believed that this will have an impact on the registrant's consolidated
financial position, results of operations or cash flows.
In December 2007, the FASB, issued FAS No. 141 (revised 2007), Business
Combinations.' This Statement replaces FASB Statement No. 141, Business
Combinations, but retains the fundamental requirements in Statement
141. This Statement establishes principles and requirements for how
the acquirer: (a) recognizes and measures in its financial statements
the identifiable assets acquired, the liabilities assumed, and any
noncontrolling interest in the acquiree; (b) recognizes and measures
the goodwill acquired in the business combination or a gain from a
bargain purchase; and (c) determines what information to disclose to
enable users of the financial statements to evaluate the nature and
financial effects of the business combination. This statement applies
prospectively to business combinations for which the acquisition date
is on or after the beginning of the first annual reporting period
beginning on or after December 15, 2008. An entity may not apply it
before that date. The effective date of this statement is the same as
that of the related FASB Statement No. 160, Noncontrolling Interests in
Consolidated Financial Statements. The Company adopted this statement
beginning March 1, 2009. It is not believed that this will have an
impact on the registrant's consolidated financial position, results of
operations or cash flows.
In February 2007, the FASB, issued SFAS No. 159, The Fair Value Option
for Financial Assets and Liabilities-Including an Amendment of FASB
Statement No. 115. This standard permits an entity to choose to
measure many financial instruments and certain other items at fair
value. This option is available to all entities. Most of the
provisions in FAS 159 are elective; however, an amendment to FAS 115
Accounting for Certain Investments in Debt and Equity Securities
applies to all entities with available for sale or trading securities.
Some requirements apply differently to entities that do not report net
income. SFAS No. 159 is effective as of the beginning of an entity's
first fiscal year that begins after November 15, 2007. Early adoption
is permitted as of the beginning of the previous fiscal year provided
that the entity makes that choice in the first 120 days of that fiscal
year and also elects to apply the provisions of SFAS No. 157 Fair Value
Measurements. The registrant will adopt SFAS No. 159 beginning March
1, 2008 and is currently evaluating the potential impact the adoption
of this pronouncement will have on its consolidated financial
statements.
22
In September 2006, the FASB issued SFAS No. 157, Fair Value
Measurements. This statement defines fair value, establishes a
framework for measuring fair value in generally accepted accounting
principles (GAAP), and expands disclosures about fair value
measurements. This statement applies under other accounting
pronouncements that require or permit fair value measurements, the
Board having previously concluded in those accounting pronouncements
that fair value is the relevant measurement attribute. Accordingly,
this statement does not require any new fair value measurements.
However, for some entities, the application of this statement will
change current practice. This statement is effective for financial
statements issued for fiscal years beginning after November 15, 2007,
and interim periods within those fiscal years. Earlier application is
encouraged, provided that the reporting entity has not yet issued
financial statements for that fiscal year, including financial
statements for an interim period within that fiscal year. The
registrant adopted this statement March 1, 2008, and it is not believed
that this will have an impact on the registrant's consolidated
financial position, results of operations or cash flows.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
We do not consider the effects of interest rate movements to be a
material risk to our financial condition. We do not hold any
derivative instruments and do not engage in any hedging activities.
Item 4T. Controls and Procedures.
During the three months ended September 30, 2009, there were no changes
in our internal controls over financial reporting (as defined in Rule
13a-15(f) and 15d-15(f) under the Exchange Act) that have materially
affected, or are reasonably likely to materially affect, our internal
control over financial reporting.
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of our management,
including our chief executive officer and chief financial officer, we
conducted an evaluation of our disclosure controls and procedures, as
such term is defined under Rule 13a-15(e) and Rule 15d-15(e)
promulgated under the Securities Exchange Act of 1934, as amended, as
of September 30, 2009. Based on this evaluation, our chief executive
officer and chief principal financial officers have concluded such
controls and procedures effective as of September 30, 2009 to ensure
that information required to be disclosed by the issuer in the reports
that it files or submits under the Act is recorded, processed,
summarized and reported, within the time periods specified in the
Commission's rules and forms and to ensure that information required to
be disclosed by an issuer in the reports that it files or submits under
the Act is accumulated and communicated to the issuer's management,
including its principal executive and principal financial officers, or
persons performing similar functions, as appropriate to allow timely
decisions regarding required disclosure.
23
PART II - OTHER INFORMATION
Item 1. Legal Proceedings. not applicable.
Item 1A. Risk Factors. not applicable
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
not applicable.
Item 3. Defaults Upon Senior Securities.
not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
not applicable.
Item 5. Other Information. not applicable.
Item 6. Exhibits
Exhibit 31 - Certifications pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
Exhibit 32 - Certifications pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
SIGNATURES
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.
Dated: November 20, 2009
GLOBALINK, LTD.
By: /s/Robin Young
---------------------------
Robin Young, President and Director