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United States
Securities and Exchange Commission
Washington, D.C. 20549
 

 
FORM 10-Q
 

 
(Mark One)
 
x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ending September 30, 2013
 
¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from _____to_____
 
Commission file number: 0-30520
 
GLOBAL IMMUNE TECHNOLOGIES, INC.
(Name of registrant as specified in its Charter)
 
Wyoming
 
98-05327255
(State of Incorporation)
 
(IRS Employer Identification No.)
 
110 Main Street, Suite 201, Burlington, VT
 
05401
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code:
 
802-540-0745
 
Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.
 
Large accelerated filer ¨ Accelerated file ¨ Non-accelerated filer ¨ Smaller reporting company x.
 
Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act). Yes ¨ No x
 
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS
 
Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act subsequent to the distribution of securities under a plan confirmed by the court. Yes ¨ No ¨ N/A
 
APPLICABLE ONLY TO CORPORATE ISSUERS:
 
As of September 30, 2013 we had 157,349,731shares of common stock issued and outstanding and as of July 31, 2013 we had 65,349,731 shares of common stock issued and outstanding.
 
 

PART I – FINANCIAL INFORMATION
3
   
3
   
13
   
16
   
16
   
PART II. OTHER INFORMATION
18
   
18
   
Item 1A. Risk Factors
18
   
18
   
19
   
19
   
19
   
Item 6. Exhibits
19
   
20
 
 
PART I - FINANCIAL INFORMATION
 
Item 1. Financial Statements
 
Global Immune Technologies, Inc.
(A Development Stage Company)
Balance Sheets
As of September 30, 2013 and March 31, 2013


ASSETS
 
30-Sep-13
   
31-Mar-13
 
             
Current assets:
           
Cash
  $ 12,794     $ 92,038  
Accounts receivable
    1,500       1,100  
Total Current Assets
  $ 14,294     $ 93,138  
                 
Other assets:
               
Receivable from employees
    82,562       46,455  
                 
                 
Total Assets
  $ 96,856     $ 139,593  
                 
                 
LIABILITIES & SHAREHOLDERS' DEFICIT
               
                 
Current liabilities:
               
Accounts payable & accrued expenses
  $ 224,247     $ 245,437  
Subscriptions payable
    0       172,937  
Convertible note payable
    65,000       32,500  
Due to employees
    38,779       0  
Due to related parties
    417,512       417,512  
Total Current Liabilities
  $ 745,538     $ 868,386  
                 
Shareholder's Deficit:
               
Authorized 500,000,000 shares, issued and outstanding, no par value
140,197,613 outstanding at March 31, 2013 and 157,349,731 at September 30, 2013
  $ 4,561,228     $ 4,092,187  
Accumulated deficit- development stage
    (5,214,452 )     (4,825,522 )
Accumulated comprehensive gain
    4,542       4,542  
Total Shareholders' Deficit     (648,682 )     (728,793 )
                 
Total Liabilities & Shareholders' Deficit   $ 96,856     $ 139,593  
 
Please see the notes to the financial statements.
                                          
Global Immune Technologies, Inc.
(A Development Stage Company)
Statements of Operations
For the Six Months and Quarters Ended September 30, 2013 and
September 30, 2012 and From April 1, 1999 to September 30, 2013
(As Restated)
 
   
6 Months
   
6 Months
   
3 Months
   
3 Months
   
From April 1, 1999
 
   
30-Sep-13
   
30-Sep-12
   
30-Sep-13
   
30-Sep-12
   
to September 30, 2013
 
                               
General & administrative expenses:
                             
Management fees
  $ 148,531     $ 46,000     $ 52,467     $ 35,667     $ 492,914  
Professional fees
    27,125       6,500       21,075       6,500       592,018  
Travel & entertainment
    30,205       3,177       6,778       3,177       65,477  
Transfer agent & filing fees
    2,142       5,254       2       5,254       19,598  
Automobile expense
    0       6,257       (1,860 )     6,257       7,764  
Foreign currency gain (loss)
    16,218       0       16,218       0       25,009  
Rent expense
    0       0       0       0       74,177  
General administration
    250       1,272       71       1,272       338,285  
Office supplies and sundry expenses
    29,247       0       (688 )     0       164,839  
Consulting expense
    120,228       9,250       48,558       9,250       433,449  
                                         
Net loss before other income (expense)
  $ (373,946 )   $ (77,710 )   $ (142,621 )   $ (67,377 )   $ (2,213,530 )
                                         
Interest expense
    (14,984 )     0       0       0       (29,463 )
Deferred expenses written off
    0       0       0       0       (318,404 )
Forgiveness of debt
    0       0       0       0       145,450  
Gain on sale of mineral rights
    0       0       0       0       110,859  
Legal settlement
    0       0       0       0       129,031  
Other write offs
    0       0       0       0       (607,353 )
Translation adjustment
    0       0       0       0       (187,015 )
                                         
Net loss from continuing operations
  $ (388,930 )   $ (77,710 )   $ (142,621 )   $ (67,377 )   $ (2,970,425 )
                                         
Net loss from discontinued operations
    0       0       0       0       (193,075 )
                                         
Net loss
  $ (388,930 )   $ (77,710 )   $ (142,621 )   $ (67,377 )   $ (3,163,500 )
                                         
Basic & diluted loss per share
  $ (0.00 )   $ (0.00 )   $ 0.00     $ 0.00          
                                         
Weighted average of common shares outstanding
    147,929,934       140,197,613       140,197,613       140,197,613          
 
Please see the notes to the financial statements.
 
 
Global Immune Technologies, Inc.
(A Development Stage Company)
Statements of Cash Flows
For the Six Months Ended September 30, 2013 and September 30, 2012 and
From April 1, 1999 to September 30, 2013
 
               
From April 1, 1999
 
   
30-Sep-13
   
30-Sep-12
   
to September 30, 2013
 
Operating activities:
                 
Net loss
  $ (388,930 )   $ (77,710 )   $ (3,163,500 )
Adjustments to reconcile net loss items
not requiring the use of cash:
                       
Consulting fees & services expense
    0       0       207,379  
Translation adjustment
    0       0       187,015  
Interest expense
    14,984       0       29,463  
Accounts receivable
    (400 )     0       (1,500 )
Receivable from employees
    (36,107 )     0       (82,562 )
Subscriptions payable
    (172,937 )     5,800       0  
Accounts payable
    (21,190 )     0       224,247  
Due to employees
    38,779       0       38,779  
Due to related parties
    0       79,500       417,512  
Net cash used by operations
  $ (565,801 )   $ 7,590     $ (2,143,167 )
                         
Financing activities:
                       
Private placement
  $ 454,057     $ 0     $ 1,105,006  
Stock options exercised
    0       0       523,508  
Proceeds convertible notes issued
    32,500       0       65,000  
Debentures issued
    0       0       165,477  
Net cash provided by financing activities
    486,557       0       1,858,991  
                         
Net increase (decrease) in cash during the period
  $ (79,244 )   $ 7,590     $ (284,176 )
                         
Cash balance at beginning of fiscal year
    92,038       0       296,970  
                         
Cash balance at end of period
  $ 12,794     $ 7,590     $ 12,794  
                         
                         
Supplemental disclosures of cash flow information:
                       
Interest paid during the period
  $ 0     $ 0          
Income taxes paid during the period
  $ 0     $ 0          

Please see the notes to the financial statements.
 
 
Global Immune Technologies, Inc.
(A Development Stage Company)
Statements of Shareholders’ Equity
From April 1, 1999 to September 30, 2013
 
         
Development
 
Accumulated
     
 
Common
     
Stage
 
Comprehensive
     
 
Shares
 
Equity
 
Deficit
 
Income
 
Total
 
                     
Balance at March 31, 1999
    3,029,415     $ 2,137,247     $ (2,050,952 )   $ 0     $ 86,295  
                                         
Exchanged shares for debt
    838,679       108,302                       108,302  
Private placement
    1,000,000       210,532                       210,532  
Stock options exercised
    2,563,474       399,260                       399,260  
Net loss for the fiscal year
                    (563,508 )             (563,508 )
                                         
Balance at March 31, 2000
    7,431,568     $ 2,855,341     $ (2,614,460 )   $ 0     $ 240,881  
                                         
Net loss for the fiscal year
                    (253,077 )             (253,077 )
                                         
Balance at March 31, 2001
    7,431,568     $ 2,855,341     $ (2,867,537 )   $ 0     $ (12,196 )
                                         
Reverse stock split (5 for 1)
    (5,945,252 )                             0  
Stock options exercised
    497,329       51,248                       51,248  
Private placement
    150,000       19,242                       19,242  
Issued shares for acquisition
    2,675,000       1                       1  
Issued shares for assignment of agreement
    2,000,000       175,098                       175,098  
Exchanged shares for debt
    400,000       10,262                       10,262  
Debentures converted to shares
    6,450,000       165,477                       165,477  
Net loss for the fiscal year
                    (613,406 )             (613,406 )
                                         
Balance at March 31, 2002
    13,658,645     $ 3,276,669     $ (3,480,943 )   $ 0     $ (204,274 )
                                         
Issued stock for services
    137,000       8,485                       8,485  
Net loss for the fiscal year
                    (79,105 )             (79,105 )
                                         
Balance at March 31, 2003
    13,795,645     $ 3,285,154     $ (3,560,048 )   $ 0     $ (274,894 )
                                         
Issued stock for services
    2,400,000       55,430                       55,430  
Net loss for the fiscal year
                    (106,831 )             (106,831 )
                                         
Balance at March 31, 2004
    16,195,645     $ 3,340,584     $ (3,666,879 )   $ 0     $ (326,295 )
                                         
Net loss for the fiscal year
                    (140,582 )             (140,582 )
Currency translation adjustment
            99,486               (1,790 )     97,696  
Balance at March 31, 2005
    16,195,645     $ 3,440,070     $ (3,807,461 )   $ (1,790 )   $ (369,181 )
 
 
                 
Development
 
Accumulated
         
 
Common
         
Stage
 
Comprehensive
         
 
Shares
 
Equity
 
Deficit
 
Income
 
Total
 
                                         
Contribution of services
            25,456                       25,456  
Net loss for the fiscal year
                    (94,957 )             (94,957 )
Currency translation adjustment
                            (4,018 )     (4,018 )
                                         
Balance at March 31, 2006
    16,195,645     $ 3,465,526     $ (3,902,418 )   $ (5,808 )   $ (442,700 )
                                         
Net loss for the fiscal year
                    (73,765 )             (73,765 )
Currency translation adjustment
                            9,532       9,532  
                                         
Balance at March 31, 2007
    16,195,645     $ 3,465,526     $ (3,976,183 )   $ 3,724     $ (506,933 )
                                         
Net loss for the fiscal year
                    (134,274 )             (134,274 )
Currency translation adjustment
                            818       818  
                                         
Balance at March 31, 2008
    16,195,645     $ 3,465,526     $ (4,110,457 )   $ 4,542     $ (640,389 )
                                         
Net loss for the fiscal year
                    (53,401 )             (53,401 )
                                         
Balance at March 31, 2009
    16,195,645     $ 3,465,526     $ (4,163,858 )   $ 4,542     $ (693,790 )
                                         
Net loss for the fiscal year
                    (61,020 )             (61,020 )
                                         
Balance at March 31, 2010
    16,195,645     $ 3,465,526     $ (4,224,878 )   $ 4,542     $ (754,810 )
                                         
Issued shares to consultants
    99,694,508       76,945                       76,945  
                                         
Net loss for the fiscal year
                    (172,433 )             (172,433 )
                                         
Balance at March 31, 2011
    115,890,153     $ 3,542,471     $ (4,397,311 )   $ 4,542     $ (850,298 )
                                         
Net loss for the fiscal year
                    (65,142 )             (65,142 )
 
 
                   
Development
   
Accumulated
         
   
Common
           
Stage
   
Comprehensive
         
   
Shares
   
Equity
   
Deficit
   
Income
   
Total
 
                                         
Balance at March 31, 2012     115,890,153     $ 3,542,471     $ (4,462,453 )   $ 4,542     $ (915,440 )
                                         
Issuance of common stock     2,400,000       5,800                       5,800  
Stock options exercised
    3,650,000       73,000                       73,000  
Issuance of convertible note
            14,479                       14,479  
Issued shares to consultants
    1,642,500       41,063                       41,063  
Issued shares for debt
    16,614,960       415,374                       415,374  
Net loss for the fiscal year
                    (363,069 )             (363,069 )
                                         
Balance at March 31, 2013
    140,197,613     $ 4,092,187     $ (4,825,522 )   $ 4,542     $ (728,793 )
                                         
Issuance of common stock
    17,152,118       454,057                       454,057  
Issuance of convertible note
            14,984                       14,984  
Net loss for the period
                    (388,930 )             (388,930 )
                                         
Balance at September 30, 2013
    157,349,731     $ 4,561,228     $ (5,214,452 )   $ 4,542     $ (648,682 )
 
Please see the notes to the financial statements.
 

Global Immune Technologies, Inc.
(A Development Stage Company)
Notes to the Financial Statements
For the Six Months Ended September 30, 2013 and September 30, 2012
 
1.  
Organization of the Company and Significant Accounting Principles

Global Immune Technologies, Inc. (“the Company”) (formerly Secureview Systems, Inc.) was incorporated in 1985 as a British Columbia corporation.  During the fiscal year ended in 2007, the Company re-domiciled to the State of Wyoming.  Its business office is located in Burlington, Vermont.

The Company is considered a development stage company in accordance with the Statement of Financial Accounting Standards No. 7, “Accounting and Reporting for Development Stage Enterprises” (codified in ASC Topic 915, “Development Stage Entities”).

Use of Estimates- The preparation of the consolidated financial statements in conformity with generally accepted accounting principles requires management to make reasonable estimates and assumptions that affect the reported amounts of the assets and liabilities and disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses at the date of the financial statements and for the period they include.  Actual results may differ from these estimates.

Income taxes- The Company accounts for income taxes in accordance with generally accepted accounting principles which require an asset and liability approach to financial accounting and reporting for income taxes.  Deferred income tax assets and liabilities are computed annually for differences between financial statement and income tax bases of assets and liabilities that will result in taxable income or deductible expenses in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income.  Valuation allowances are established when necessary to reduce deferred tax assets and liabilities to the amount expected to be realized.  Income tax expense is the tax payable or refundable for the period adjusted for the change during the period in deferred tax assets and liabilities.

The Company follows the accounting requirements associated with uncertainty in income taxes using the provisions of Financial Accounting Standards Board (FASB) ASC 740, Income Taxes. Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the positions will be sustained upon examination by the tax authorities.  It also provides guidance for derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition.  As of March 31, 2013 and September 30, 2013, the Company has no uncertain tax positions that qualify for either recognition or disclosure in the financial statements.  All tax returns from fiscal years 2009 to 2012 are subject to IRS audit.
 
2.  
Going Concern Discussion

The accompanying financial statements have been presented in accordance with generally accepted accounting principles, which assume the continuity of the Company as a going concern.  The Company has no cash and relies upon the support of certain shareholders to pay its bills.  The Company has incurred net losses since its inception and currently has no revenues to support its operations.

These factors raise doubt as to the Company’s ability to continue as a going concern.
 
Global Immune Technologies, Inc. is a Development Stage Company and consequently is subject to the risks associated with development stage companies, including the need for additional financing; the uncertainty of our business plan or business know-how or intellectual property resulting in successful commercial products or services as well as the marketing and customer acceptance of such products or services; competition from larger organizations; dependence on key personnel; and dependence on corporate partners and collaborators.
 
 
The Company has been offering shares to persons interested in supplying us with capital to begin operations. We still have limited capital and will focus our initial operations to one or two such business locations to be able to take advantage of our proposed business opportunities. The Company intends to seek opportunities demonstrating the potential of long-term growth as opposed to short-term earnings. However, at the present time, the Company has not reached any agreement or definitive understanding with any person concerning an acquisition. Rather, we intend to build from start-up instead of incurring expensive acquisition costs.
 
The Company will need substantial capital to achieve its business plans.  Management cannot provide assurance that its business plans will be achieved once its capital goals have been met nor can it provide an estimate on the level of capital that will be needed to achieve its business plan goals.
 
3.    Fair Value of Financial Instruments

Fair Value Measurements under generally accepted accounting principles clarifies the principle that fair value should be based on the assumptions market participants would use when pricing an asset or liability and establishes a fair value hierarchy that prioritizes the information used to develop those assumptions. Under the standard, fair value measurements are separately disclosed by level within the fair value hierarchy as follows.  
 
Level 1 - Quoted prices in active markets for identical assets or liabilities.

Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.

To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment.  In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.  In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement.

Cash, accounts receivable, receivable from employee, accounts payables and accrued expenses, subscriptions payable, convertible note payable, due to employees, and payable to related parties in the balance sheet are estimated to approximate fair market value at September 30, 2013 and March 31, 2013 because of their short term nature.

4.    Net Loss per Share

Basic net loss per share has been computed based on the weighted average of common shares outstanding during the period.
 
   
30-Sep-13
   
30-Sep-12
 
             
Net loss
  $ (388,930 )   $ (77,710 )
                 
Weighted average shares outstanding
    147,929,934       140,197,613  
                 
Basic & diluted loss per share
  $ (0.00 )   $ (0.00 )
 
 
5.  
Related Party Transactions

The following table summarizes the related party payables owed by the Company to certain officers and shareholders.

   
30-Sep-13
   
31-Mar-13
 
             
Don Perks- former president
  $ 225,755     $ 225,755  
Quebec Inc- warrant holder
    135,500       135,500  
Biaverde Investments- shareholder
    39,021       39,021  
Naaeem Tyab- creditor
    17,236       17,236  
                 
Total related party payables
  $ 417,512     $ 417,512  

6.  
Tax Provision

Provision for income taxes is comprised of the following:
 
   
30-Sep-13
   
30-Sep-12
 
Net loss
  $ (388,930 )   $ (77,710 )
                 
Current tax expense:
               
Federal
  $ 0     $ 0  
State
    0       0  
Total
  $ 0     $ 0  
 
               
Less deferred tax benefit:
               
Timing differences
    (800,488 )     (546,695 )
Allowance for recoverability
    800,488       546,695  
Provision for income taxes
  $ 0     $ 0  
 
A reconciliation of provision for income taxes at the statutory rate to provision for income taxes at the Company's effective tax rate is as follows:
 
   
30-Sep-13
   
30-Sep-12
 
Statutory U.S. federal rate
    34 %     34 %
Statutory state and local income tax
    0 %     0 %
Less allowance for tax recoverability
    -34 %     -34 %
Effective rate
    0 %     0 %
 
Deferred income taxes are comprised of the following:
 
   
30-Sep-13
   
30-Sep-12
 
Timing differences
  $ 800,488     $ 546,695  
Allowance for recoverability
    (800,488 )     (546,695 )
Deferred tax benefit
  $ 0     $ 0  
 
Note: The deferred tax benefits arising from the timing differences expires in fiscal years 2020
through 2033 and may not be recoverable upon the purchase of the Company under current
IRS statutes.
 
 
7.  
Convertible Notes Payable

In March 2013, the Company issued a note to a financing company for $32,500.  The note is unsecured and carries an interest rate of 8% and is due in December 2013. The note is convertible into common stock at an exercise price of 55% of the lowest market price of common stock of the sixty days preceding conversion.

In June 2013, the Company issued a note to a financing company for $32,500.  The note is unsecured and carries an interest rate of 8% and is due in March 2014. The note is convertible into common stock at an exercise price of 55% of the lowest market price of common stock of the sixty days preceding conversion.

8.  
Warrant Transactions

On December 4, 2012 the Company issued warrants to a related party, Quebec Inc, in consideration of an advance of $135,500. One warrant is for 10,425,000 shares of Common Stock at an exercise price of $0.02 expiring on December 4, 2013 and if exercised prior to expiration an “exploding” warrant for 5,212,500 at an exercise price of $0.25 expiring on December 4, 2014.
 
All warrants granted are recorded at fair value using a generally accepted warrant pricing model at the date of the grant.  For purposes of determining the warrant value at issuance, the fair value of each warrant granted is measured at the date of the grant by the warrant pricing model with the following assumptions:
 
Dividend yield
    0.00 %
Risk free interest rate
    .25 %
Volatility
    25.00 %
 
The fair values generated by warrant pricing model may not be indicative of the future values, if any, that may be received by the option holder. The fair value of the warrants issued generated by the warrant pricing model was zero at the date of the grant.
 
The following is a summary of common stock warrants outstanding at September 30, 2013
 
         
Average
 
Average
         
Exercise Price
 
Years to Maturity
               
Balance at March 31, 2013
   
10,425,000
       
               
Issues
   
0
       
Exercises
   
0
       
Expired
   
0
       
               
Balance at September 30, 2013
 
10,425,000
 
$0.02
 
0.18
 
9.  
Subsequent Events

In October 2013 the financing company holding the convertible notes discussed in Note 7 converted $14,000 of a convertible note and received 3,181,818 shares of common stock.
 
 
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
 
FORWARD-LOOKING STATEMENT NOTICE:
 
This quarterly report on Form 10-Q and our future filings with the Securities and Exchange Commission contain many forward-looking statements, which involve risks and uncertainties, such as our plans, objective, expectations and intentions. You can identify these statements by our use of words such as “may,” “expect”, “believe”, “anticipate”, “intend”, “could”, “estimate”, “continue”, “plans”, or other similar words or phrases. Some of these statements include discussions regarding our future business strategy and our ability to generate revenue, income, and cash flow. We wish to caution the reader that all forward-looking statements contained in this Form 10-Q are only estimates and predictions. Our actual results could differ materially from those anticipated as a result of risk facing us or actual events differing from the assumptions underlying such forward-looking statements. Readers are cautioned not to place undue reliance on any forward-looking statements contained in this Quarterly Report on Form 10-Q. Readers are cautioned not to place undue reliance on these forward-looking statements. We undertake no obligation to update any of these factors or to publicly announce any change to our forward-looking statements made herein, whether as a result of new information, future events, changes in expectations or otherwise.
 
Overview
 
(a) Our Corporate History.
 
The Company was incorporated on September 18, 1985, under the laws of the Province of British Columbia under the name of Canadian Comstock Exploration Ltd. with an authorized share capital of 20,000,000 shares without par value.
 
The Company changed its name on June 7, 1995 to “American Comstock Exploration Ltd.” in connection with a consolidation of its share capital on a one for four basis.
 
The Company changed its name again on February 4, 1998 to “International Comstock Exploration Ltd.” in connection with a consolidation of its share capital on a one for five basis.
 
The Company changed its name again on October 2, 2001 to “Secureview Systems Inc.” in connection with a consolidation of its share capital on a one for five basis. In addition, the Company increased its authorized share capital to 100,000,000 shares without par value on October 2, 2001.
 
The Company changed its name again on May 2, 2005 to “Global Immune Technologies, Inc.” In addition, the Company increased its authorized share capital to an unlimited number of common shares without par value on March 23, 2005.
 
On February 28, 2006, the Company changed its corporate domicile from British Columbia, Canada to the State of Wyoming.
 
(b) Business History of the Issuer.
 
 
From its incorporation in 1985 until 1999, the Company has been engaged in the business of exploration of natural resource properties. During 2004 the Company disposed of its final interests in its natural resource properties. In early 1999 the Company initiated a search for other business opportunities culminating in May 1999 with the acquisition of the domain name ProSportsPool.com. In January 2000, the Company entered into an agreement with Internet Sports Network Inc. to develop and maintain a number of internet based games and contests. Internet Sports Network eventually developed "Fantasy Free for All" software and back end support for Nascar, Formula One, Cart series and Baseball and Hockey contests for ProSportsPool.com. The Company launched the ProSportsool.com website on March 1, 2000 with Formula 1 and NASCAR contests "Fantasy Free for All". The launch of the website was accompanied by a marketing campaign that included print, billboard, and internet-banner advertising. In March 21, 2000, the Company engaged Iceberg Media.com Inc. to provide three music channels - 1Groove.com, 2Kool4Radio.com and PrimeTicket.net - for the ProSportsPool.com website. The ProSportsPool.com website added a fantasy baseball contest, and an affiliation with Altavista.com on March 27, 2000. At the beginning of April 2000, the Company launched its internet based hockey contest and announced its inaugural contest winners in its auto-racing contests. The Company also announced it has become an authorized member of the Cnet.com affiliate network and formed similar affiliations with Chipshot.com, Wrenchead.com, Quokka.com and America Online. 
 
To increase awareness of the ProSportspool.com website, the Company participated at the G.I. Joe 200 CART race in Portland, Oregon as well as the Toronto and Vancouver Indy races by appearing at a booth at the races signing up contestants and offering prizes to entrants. On January 15, 2001, due to the closing of Internet Sports Network Inc., which provided the technical architecture and sports data for the ProSportsPool.com’s sports contests, the Company was forced to discontinue its sports-contest site.
 
During June 2001 and amended October, 2001 the Company entered into a letter of intent with Argent Resources Ltd., On-Track Computer Training Ltd., On-Track Computer International Ltd. and Lute Linux.com Corp. whereby Argent assigned its right to enter into a share exchange agreement with Lute who held the option to enter into a share exchange agreement with On-Track and On-Track International. In exchange for the assignment by Argent to the Company of the share exchange agreement entered into between Lute and Argent, the Company issued 2,000,000 shares and paid $50,000 to Argent.
 
During October 2001 the Company signed an agreement with Lute Linux.com Corp. including the exchange of Lute share purchase warrants for Company shares at a deemed value of $0.10 US per share, as to Russ Rossi (100,000 shares), RRGS Creative Management Corp. (2,400,000 shares) and Quest Ventures Ltd. (175,000 shares). The Company did not proceed with similar share purchase agreements with On-Track Computer Training Ltd. and On-Track Computer International Ltd. Lute focused its business development on its “Fedcam”, an inexpensive remote monitoring system that allows subscribers to view their target locations via secure website. The “Fedcam” was being tested by the Canadian government's construction branch on its Osoyoos, British Columbia border crossing site into the United States. However, as of March 31, 2003, the Company ceased funding the “Fedcam” and the asset was written down to a nominal amount.
 
In June 2002 the Company entered into a letter of intent with Estwind Energy, a private power generation company incorporated in Estonia, whereby the Company intended to acquire all of the issued and outstanding shares of Estwind Energy. However, the Company decided against completing the share exchange agreement as the business of Estwind Energy was deemed to not be profitable.
 
In May 2003 the Company entered into a letter of intent with P-CE Computers, Inc., a private Nevada corporation engaged in the business of developing ergonomic multimedia-computer workstations. The Company decided against completing the share exchange agreement as due diligence indicated that the business of P-CE Computers, Inc. would not be profitable.
 
In September 2003 the Company entered into a letter of intent with TNR Resources Ltd. (“TNR”), a public British Columbia, Canada, corporation, to purchase a 50% working interest in TNR's Las Carachas property in Argentina. The Company did not pursue the option.
 
In February 2005 the Company entered an agreement to acquire the rights and interests in a drug, Trioxolane. The Company did not pursue or complete this acquisition.
 
 
Subsequently to March 31, 2005, the Company has agreed to purchase WSG Systems Inc., (“WSG”) its' business and assets from Global Lottery Corporation for the issuance of 100,000,000 shares of common stock. The assets of WSG include proprietary technology, software, its trade names and trademarks as those products pertain to the worldwide lottery industry and/or worldwide pari-mutual betting. The products are designed to be used by all entities in the industry for conducting lotteries and or pari-mutual betting, including corporations and/or governmental agencies representing countries, provinces, states, etc. to implement and/or to improve their lottery and/or pari-mutuel betting systems.
 
On July 19, 2006, the Company entered into a securities exchange agreement with MediPri Limited, Primemedical International, Ltd. (“MedPri”) and Medical Monitors Limited (“MML”). The transaction was revised on May 17, 2007. The transaction was rescinded on July 11, 2007. 
 
On December 20, 2010, the Company entered into an agreement (“IAT Agreement”) with Mid Atlantic  Capital Associates, SL, a Spanish company (the “Assignor”) pursuant to which Assignor assigned to the Company an Agreement dated 11 October 2010, with an addendum dated  November 24, 2010 both made with Institute For Applied Technology, (“IAT”) of Germany. IAT purported to own certain solar energy collector technology and related inventions, products,  know-how and patents pending.  The consideration for the assignment of the IAT. Agreement was 92,000,000 shares of Company Common Stock (the “Shares”), paid to the IAT.
 
On March 20, 2012 the Agreement for a joint venture was rescinded by the Board of Directors along with the cancellation of the 92,000,000  Shares issued for the purchase and JV.
 
On December 3, 2012 shareholders owning a majority of the issued shares formally cancelled the share issuance and IAT purchase and Joint Venture. The Shares could not be cancelled so the Company increased the number of  outstanding by 92,000,000.
 
(c) Current Business of the Issuer
 
Global Immune Technologies, Inc. is a development stage company and consequently is subject to the risks associated with development stage companies, including the need for additional financing; the uncertainty of our technology and intellectual property resulting in successful commercial products or services as well as the marketing and customer acceptance of such products or services; competition from larger organizations; dependence on key personnel; and dependence on corporate partners and collaborators. Our Company Web site URL is: http://www.globalimmunetechnologies.com
 
Global Immune Technologies, Inc. is in the early initial planning stages as a holding company of an American-based food distribution company serving direct delivery to the customer at their homes. The food items will be sold by telemarketing to the customer and delivered by our own trucks to homes on a scheduled basis. Customers can choose their new re-order items via the Internet. Meat, poultry and fish items will be packed in individual portions at our food processing plants and frozen for freshness. We intend to offer meat, chicken and seafood as well as other food products. These other items are name brand canned and jarred foods like Mott’s Apple Sauce, Dole Pineapple, Jiff peanut butter, tinned tuna fish & salmon and the like.
 
The Company is seeking persons interested in supplying us with capital to begin operations. We still have limited capital and will focus our initial operations to one or two such business locations to be able to take advantage of  this business opportunities. The Company intends to seek other opportunities demonstrating the potential of long-term growth as opposed to short-term earnings. However, at the present time, the Company has not reached any agreement or definitive understanding with any person concerning an acquisition. Rather, we intend to build from start-up instead of incurring expensive acquisition costs.
 
SBC Foods Capital of America Inc., our wholly-owned subsidiary (“SRC Foods”) intends to enter into a partnership with Les Aliments S.R.C. Inc. Canada (“Les Aliments”)  to launch two operating companies in the USA under the trading names of SRC Food Concept of America and SRC Food Franchising of America with the latter to launch in the middle of 2014. 

Les Aliments  has been in the food & hospitality industry over the past 30 years and has built a very strong network globally, and understands the need for providing clients worldwide with quality food products. SRC Foods originally created in April 2013 and based at our food division’s head office in Vermont.
 
  
Comparison of three months ended September 30 2013 with the three months ended June 30, 2012
 
During the three month periods ended  September 30, 2012 and September 30, 2013, we did not experience revenues from operations.
 
Operating expenses for the period July 1, 2013 to September 30, 2013 was $(67,377 ) compared to the same three month period from July 1, 2012 to September 30, 2012 was $(142,621). The decrease in expense is primarily due to the reduction in monies spent (i) on rehabilitating the Company, (ii) settling old debts, (iii) keeping current the accounting, (iv) on developing new business plans for the future operations of the Company and (v) funding new subsidiaries.
 
Plan of Operation and Funding
 
We will need to raise capital in order to commence our proposed business operations. No assurance can be given that we will be able to raise sufficient capital to implement any proposed business operations. We have not identified any specific future financing sources.
 
In the future, our efforts to finance the Company may result in the issuance of equity and debt instruments. This and other future financing activity, if any, may result in the dilution of shareholder equity. We expect to incur financial losses for the foreseeable future.
 
Acquisition or Disposition of Plant and Equipment
 
We do not anticipate the acquisition or disposition of any significant property, plant or equipment during the next 12 months
 
From our inception through the period ended June 30, 2013, we have relied on the services of outside consultants for services and currently have four part-time employees. In order for us to attract and retain quality personnel, we anticipate we will have to offer competitive salaries to future employees.
 
Off-Balance Sheet Arrangements
 
We do not have any off-balance sheet arrangements.
 
Item 3. Quantitative and Qualitative Disclosures about Market Risk
 
Not Applicable to Smaller Reporting Companies.
 
Item 4. Controls and Procedures.
 
(a) Evaluation of Disclosure Controls and Procedures.
 
As of the end of the reporting period, September 30, 2013, we carried out an evaluation, under the supervision and with the participation of our management, including the Company's Chairman and Chief Executive Officer/Principal Accounting Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rule 13a-15(e) of the Securities
 
 
Exchange Act of 1934 (the "Exchange Act"), which disclosure controls and procedures are designed to insure that information required to be disclosed by a company in the reports that it files under the Exchange Act is recorded, processed, summarized and reported within required time periods specified by the SEC's rules and forms. Based upon that evaluation, the Chairman/CEO and the Chief Financial Officer concluded that our disclosure controls and procedures are effective in timely alerting them to material information relating to the Company required to be included in the Company's period SEC filings. We filed the report to the US Securities and Exchange Commission on Form 10-Q for the period December 31, 2012 on time. We filed the annual report to the United States Securities and Exchange Commission on Form 10-K for the period March 31, 2013 on time.
 
We have for this report to the US Securities and Exchange Commission on Form 10-Q for the period September 30, 2013 and our future needs engaged the accounting firm of Montgomery and Merrill PC, certified public accountants of Burlington, Vermont. They will work with management as outside consultants and interface with our auditor, Donahue and Associates.
 
(b) Changes in Internal Control.
 
Subsequent to the date of such evaluation as described in subparagraph (a) above, there were no changes in our internal controls or other factors that could significantly affect these controls, including any corrective action with regard to significant deficiencies and material weaknesses.
 
(c) Limitations.
 
Our management, including our Principal Executive Officer and Principal Financial Officer, does not expect that our disclosure controls or internal controls over financial reporting will prevent all errors or all instances of fraud. However, we believe that our disclosure controls and procedures are designed to provide reasonable assurance of achieving this objective. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system's objectives will be met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and any design may not succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures. Because of the inherent limitation of a cost-effective control system, misstatements due to error or fraud may occur and not be detected.
 
 
PART II-OTHER INFORMATION
 
Item 1. Legal Proceedings.
 
We are currently not involved in any litigation that we believe could have a materially adverse effect on our financial condition or results of operations.
 
The Company's common shares are registered under Section 12(g) of the Securities Exchange Act of 1934, as amended. Prior to February 28, 2006, it filed as a foreign registrant and after that date filed as a U.S. reporting registrant. The Company has been subject to the reporting obligations of the provinces of British Columbia and Alberta, Canada.
 
Prior to February 28, 2006, Global Immune Technologies, Inc. was a corporation organized under the laws of British Columbia, Canada. On February 28, 2006, the Company changed its corporate domicile to the State of Wyoming. The British Columbia corporation was formally dissolved June 2, 2006.
 
The Company's common stock has been quoted Over-the-Counter on the FINRA BB, the Pink Sheets and recently the OTC QB tier. The Company’s shares are not quoted on any Canadian market.
 
The Company has 17 British Columbia and 1 Alberta shareholder on its shareholder's list.
 
Foreign Regulatory: Canada
 
On August 11, 2005, the Company's predecessor, Global Immune Technologies, Inc., then a company organized under the laws of British Columbia, Canada, received a Cease Trade Order (CTO) from the British Columbia Securities Commission, (the "BCSC"), which was limited to the Province of British Columbia, Canada, for not filing comparative financial statements for its financial year ended March 31, 2005 as required under Part 4 of National Instrument 51-102 Continuous Disclosure Obligations, and had not filed Form 51-102F1 Management's Discussion and Analysis for the periods ended December 31, 2004 and March 31, 2005, as required by Part 5 of NI 51-102.
 
On March 5, 2007, the Company received a Cease Trade Order (CTO) from the Alberta Securities Commission (the "ASC") which was limited to the Province of Alberta, Canada, for not filing annual audited financial statements for the year ended March 31, 2006, interim unaudited financial statements for the interim periods ended December 31, 2005, June 30, 2006, December 31, 2006 and December 31, 2006.
 
The Company requested exemptive relief and was granted a Revocation Order on March 4, 2011 removing the Cease Trade Order in the provinces of British Columbia and Alberta.
 
Item 1A. Risk Factors.
 
Not Applicable.
 
Item 2. Unregistered Sale of Equity Securities and Use of Proceeds.
  
On July 23, 2013 we issued 9,826,019 shares of Common Stock for previously subscribed to shares of $271,590 in private placements. All funds received from the sale our securities were used for working capital purposes.
 
All securities bear a legend restricting their disposition.
 
Net cash provided by financing activities for the period April 1, 2013 to September 30, 2013 was approximately $486,557; and from April 1, 2012 to September 30, 2012 was $-0-. This consisted of net proceeds received from the sale of  shares to be issued for cash.  The funds were used for general operating expenses. The securities subscribed to bear a legend restricting their disposition.
 
 
Item 3. Defaults upon Senior Securities.
 
None.
 
Item 4. Mine Safety Disclosures.
 
Not Applicable
 
Item 5. Other Information.
 
Not Applicable 
  
Subsequent Events
 
The net proceeds from the Notes referred to in Note 7 to the Financial Statements of approximately $60,000.00 were apparently utilized for personal reasons by Jeffery R. Bruhjell, a current director and a former officer of the Company.  This amount plus an approximate additional $20,000, as advance for moving expenses which did not happen, were re-classified on the Balance Sheet as loans due from employees.
 
Item 6. Exhibits
 
Exhibits Index
 
 
101.INS XBRL Instance Document
101.SCH XBRL Taxonomy Extension Schema
101.CAL XBRL Taxonomy Extension Calculation Linkbase
101.DEF XBRL Taxonomy Extension Definition Linkbase
101.LAB XBRL Taxonomy Extension Label Linkbase
101.PRE XBRL Taxonomy Extension Presentation Linkbase
 

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.
 
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
 
November 19, 2013
 
 
Global Immune Technologies, Inc.
   
 
/s/ Serge Talon:
 
Serge Talon
 
Title: President &
 
Chief Executive Officer (CEO)
   
 
/s/ Serge Talon
 
Serge Talon
 
Chief Financial Officer (CFO)
 
Principal Accounting Officer (PAO)
 
 
20