SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
[X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended March 31, 2007
--------------
[ ] Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from ___________ to ____________
Commission file number 000-50944
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Global Resource Corporation
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(Exact name of small business issuer as specified in its charter)
Nevada 84-1565820
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
Bloomfield Business Park, 408 Bloomfield Drive, Unit 3, West Berlin, New Jersey
08091
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(Address of principal executive offices)
(856) 767-5661
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(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the preceding 12 months (or for such
shorter period that the issuer was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
Yes [X] No [_]
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [_] No [X]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court.
Yes [_] No [_]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 26,493,780 shares of common stock,
par value $0.001 were outstanding at May 9, 2007.
Transitional Small Business Disclosure Format (check one):
Yes [_] No [X]
PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Global Resource Corporation
(A Development Stage Company)
Condensed Balance Sheet
March 31, 2007
(Unaudited)
ASSETS As of March 31,
2007
-------------
CURRENT ASSETS
Cash $ 1,076,506
------------
Total current assets 1,076,506
------------
Fixed Assets, Net of depreciation 465,658
------------
OTHER ASSETS
Notes Recievable net - (reserved $650,000 for doutful collection) --
Investments & Deposits on Investments 145,000
------------
Total other assets 145,000
TOTAL ASSETS $ 1,687,164
============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 89,510
Current portion - loan payable - equipment 37,897
Liabilities to be settled in common stock --
------------
Total current liabilities 127,407
------------
LONG-TERM LIABILITIES
Loan payable - equipment, net of current portion 83,106
------------
Total liabilities 210,513
------------
STOCKHOLDERS' EQUITY
Preferred Stock - $.001 par value 50,000,000 shares authorized, 35,236
35,236,188 issued and outstanding at March 31, 2007; none authorized at March 31, 2006
Common stock, $.001 par value; 2,000,000,000 shares authorized, 25,353
25,353,651 shares issued and outstanding at Marach 31, 2007; and
46,485,487 shares issued and outstanding at March 31, 2006
Subscription receivable (660,693)
Additional paid-in capital 10,050,480
Discount on Common stock --
Deficit accumulated in the development stage (7,673,975)
Deferred compensation (299,750)
------------
Total stockholders' equity 1,476,651
------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 1,687,164
============
The accompanying notes are an integral part of these financial statements.
1
Global Resource Corporation
(A Development Stage Company)
Condensed Statement of Operations
(With Cumulative Totals Since Inception)
(Unaudited)
Three Months Ended July 19, 2002
----------------------------- (Inception)
March 31, March 31, to
2007 2006 March 31, 2007
------------ ------------ ------------
REVENUES $ -- $ -- $ --
COST OF SALES -- --
------------ ------------ ------------
GROSS PROFIT -- -- --
------------ ------------ ------------
OPERATING EXPENSES
Consulting fees 8,239 30,371 1,312,616
Professional fees 174,975 46,174 862,752
Other general and administrative expenses 546,388 448,737 4,732,244
Reserve for Note Receivable -- -- 650,000
Depreciation, amortization expense 23,282 4,413 112,461
------------ ------------ ------------
Total Operating Expenses 752,884 529,695 7,670,073
------------ ------------ ------------
LOSS BEFORE OTHER INCOME (EXPENSE) (752,884) (529,695) (7,670,073)
------------ ------------ ------------
OTHER INCOME (EXPENSE)
Loss on real estate - net -- -- (72,712)
Interest expense (3,479) (4,345) (18,648)
Interest income 14,499 5,918 87,569
------------ ------------ ------------
Total Other Income (Expense) 11,020 1,573 (3,791)
------------ ------------ ------------
NET LOSS BEFORE PROVISION FOR INCOME TAXES (741,864) (528,122) (7,673,864)
Provision for Income Taxes -- -- 111
------------ ------------ ------------
NET LOSS APPLICABLE TO COMMON SHARES $ (741,864) $ (528,122) $ (7,673,975)
============ ============ ============
BASIC AND DILUTED LOSS
PER SHARE $ (0.03) $ (0.01) $ (0.30)
============ ============ ============
WEIGHTED AVERAGE NUMBER
OF COMMON SHARES 25,180,668 46,204,848 25,180,668
============ ============ ============
The accompanying notes are an integral part of these financial statements.
2
Global Resource Corporation
(A Development Stage Company)
Condensed Statement of Cash Flows
(With Cumulative Totals Since Inception)
(Unaudited)
Three Months Ended July 19, 2002
--------------------------- (Inception)
March 31, March 31, to
2007 2006 March 31, 2007
----------- ----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (741,864) $ (528,122) $(7,673,975)
----------- ----------- -----------
Adjustments to reconcile net loss to net cash (used in)
operating activities:
Depreciation 23,282 4,413 112,460
Common stock issued for services 26,000 -- 558,300
Amortization of deferred compensation 27,250 27,250 245,500
Allowance reserve for note payable -- -- 650,000
Loss on real estate -- -- 87,036
Common stock issued as charitable contribution -- -- 50,000
Changes in assets and liabilities
(Increase) in prepaid expenses -- -- --
(Increase) decrease in deposits -- (237,305) --
(Increase) in notes receivable -- -- (650,000)
(Decrease) in accounts receviable
Increase in accounts payable (24,536) (70,706) (248,755)
----------- ----------- -----------
Total adjustments 51,996 (276,348) 804,541
----------- ----------- -----------
Net cash used in operating activities (689,868) (804,470) (6,869,435)
----------- ----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of fixed assets -- (45,976) (578,119)
Proceeds from sale of real estate -- -- 617,864
Investment -- -- (145,000)
Investment in real estate, net -- -- (80,800)
----------- ----------- -----------
Net cash provided by (used in) investing activities -- (45,976) (186,055)
----------- ----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock for cash 5,250 -- 3,730,634
Issuance of equity securities and paid-in capital for merger and other 201,342 1,815,430 5,974,291
Liability for stock to be issued (201,342) 19,395 (975)
(Increase) decrease in stock subscription receivable -- 34,444 (1,692,957)
Proceeds from officer's loan -- -- 38,550
Repayment of officer's loan -- (17,050) (38,550)
(25,000)
Proceeds from loan payable - vehicle -- -- 100,133
Repayment of loan payable - vehicle -- (1,236) (37,682)
Proceeds from loan payable - equipment -- 75,000 75,000
Repayment of loan payable - equipment (8,878) (4,519) (16,448)
----------- ----------- -----------
Net cash provided by financing activities (3,628) 1,896,464 8,131,996
----------- ----------- -----------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (693,496) 1,046,018 1,076,506
CASH AND CASH EQUIVALENTS
- BEGINNING OF PERIOD 1,770,002 1,074,272 --
----------- ----------- -----------
CASH AND CASH EQUIVALENTS
- END OF PERIOD $ 1,076,506 $ 2,120,290 $ 1,076,506
=========== =========== ===========
SUPPLEMENTAL DISCLOSURES OF
NON-CASH ACTIVITIES:
Common stock issued for services $ 26,000 $ 558,300
=========== =========== ===========
Common stock issued for land investment $ 125,800
=========== =========== ===========
Common stock issued as charitable contribution $ 50,000
=========== =========== ===========
The accompanying notes are an integral part of these financial statements.
3
Global Resource Corporation
(A Development Stage Company)
Condensed Statement of Stockholders' Equity
Preferred Stock Common Stock
------------------ -------------------- Deficit
Par Par Discount Accumulated
Value Value Additional on during the Deferred Subscrip-
Preferred $.001 Common $.001 Paid-In Common Development Compen- tion
Shares $ Amount Shares $ Amount Capital Stock Stage sation Receivable Total
------ ------- ---------- ------- ---------- ------- ----------- --------- --------- -----------
Balance - July 19,
2002 (Inception) -- -- -- $ -- $ -- $ -- $ -- $ -- $ -- $ --
Issuance of initial
founders' shares,
September 2002,
net of subsequent
cancellations -- -- 2,555,000 -- -- -- -- -- -- --
Shares issued for
services,
September 2002 -- -- 1,000,000 -- 472,000 -- -- -- -- 472,000
Shares issued for
cash,
November 2002 -- -- 29,000 -- 14,500 -- -- -- -- 14,500
Shares issued for
services,
November and
December 2002 -- -- 13,600 -- 6,800 -- -- -- -- 6,800
Net loss for the
period July 19,
2002 (Inception)
through December
31, 2002,
originally stated -- -- -- -- -- -- (2,008,508) -- -- (2,008,508)
Prior period
adjustment,
Note 11 -- -- -- -- -- -- 1,500,000 -- -- 1,500,000
------ ------ ---------- ------- ---------- ------- ----------- --------- --------- -----------
Balance at
December 31, 2002 -- -- 3,597,600 -- 493,300 -- (508,508) -- -- (15,208)
------ ------ ---------- ------- ---------- ------- ----------- --------- --------- -----------
Re-issuance of
founders'
shares
- July 2003 -- -- 1,455,000 -- -- -- -- -- -- --
Shares issued for
cash -- -- 519,800 -- 259,900 -- -- -- -- 259,900
Issuance of
subscription
receivable from
shareholders -- -- -- -- -- -- -- -- (14,340) (14,340)
Net loss for the
year ended
December 31, 2003,
as originally
stated -- -- -- -- -- -- (931,159) -- -- (931,159)
Prior period
adjustment,
Note 11 -- -- -- -- -- -- 727,500 -- -- 727,500
------ ------ ---------- ------- ---------- ------- ----------- --------- --------- -----------
Balance at
December 31, 2003 -- -- 5,572,400 -- 753,200 -- (712,167) -- (14,340) 26,693
------ ------ ---------- ------- ---------- ------- ----------- --------- --------- -----------
Shares issued for
cash -- -- 917,645 -- 553,105 -- -- -- -- 553,105
Shares issued in
exchange
for real estate -- -- 650,000 -- 650,000 -- -- -- -- 650,000
Shares issued for
compensation -- -- 545,000 -- 545,000 -- -- (545,000) -- --
Shares issued as
charitable
contribution -- -- 50,000 -- 50,000 -- -- -- -- 50,000
Initial founders'
shares
cancelled -- -- (250,000) -- -- -- -- -- -- --
Issuance of
subscription
receivable from
shareholders -- -- -- -- -- -- -- -- (74,240) (74,240)
Net loss for the
year ended
December 31, 2004 -- -- -- -- -- -- (672,219) -- -- (672,219)
------ ------ ---------- ------- ---------- ------- ----------- --------- --------- -----------
Balance at
December 31, 2004 -- -- 7,485,045 -- 2,551,305 -- (1,384,386) (545,000) (88,580) 533,339
------ ------ ---------- ------- ---------- ------- ----------- --------- --------- -----------
4
Global Resource Corporation
(A Development Stage Company)
Condensed Statement of Stockholders' Equity
Preferred Stock Common Stock
------------------ ---------------------- Deficit
Par Par Discount Accumulated
Value Value Additional on during the Deferred Subscrip-
Preferred $.001 Common $.001 Paid-In Common Development Compen- tion
Shares $ Amount Shares $ Amount Capital Stock Stage sation Receivable Total
---------- ------- ----------- --------- ------------ ------------ ----------- --------- --------- -----------
Shares issued
for cash -- -- 745,655 -- 914,507 -- -- -- -- 914,507
Shares issued
to acquire
technology -- -- 37,500,000 -- 37,500,000 (37,500,000) -- -- -- --
Remaining
shares
issued in
exchange for
real estate -- -- 80,800 -- 80,800 -- -- -- -- 80,800
Shares issued
for services -- -- 53,500 -- 53,500 -- -- -- -- 53,500
Accounts
payable
converted to
equity -- -- 1,087 -- 1,087 -- -- -- -- 1,087
Stock
subscriptions
received, net -- -- -- -- -- -- -- -- 10,398 10,398
Amortization
of deferred
compensation -- -- -- -- -- -- -- 109,000 -- 109,000
Net loss for
the year
ended
December 31,
2005 -- -- -- -- -- -- (1,291,169) -- -- (1,291,169)
---------- ------- ----------- --------- ------------ ------------ ----------- --------- --------- -----------
Balance at
December 31,
2005 -- -- 45,866,087 -- 41,101,199 (37,500,000) (2,675,555) (436,000) (78,182) 411,462
---------- ------- ----------- --------- ------------ ------------ ----------- --------- --------- -----------
Shares issued
for cash -- -- 2,786,286 -- 2,810,877 -- -- -- -- 2,810,877
Stock
subscriptions
received, net -- -- -- -- -- -- -- -- (582,511) (582,511)
Amortization
of deferred
compensation -- -- -- -- -- -- -- 109,000 -- 109,000
Shares issued
for services -- -- 14,123 -- 14,746 -- -- -- -- 14,746
Shares issued
for
investment in
land -- -- 22,500 -- 45,000 -- -- -- -- 45,000
Effect of
reverse
merger -- -- 72,241 48,761 (37,669,444) 37,500,000 -- -- -- (120,683)
Shares issued
for
conversion
of debt -- -- 2,681,837 2,682 118,000 -- -- -- -- 120,682
Shares issued
for consultin -- -- 25,000 25 49,975 -- -- -- -- 50,000
Shares issued
for merger
with
Mobilestream
Inc -- -- 11,145,255 11,145 2,842,136 -- (10,498) -- -- 2,842,783
Cancellation
of shares for
merger with
Mobilestream
Inc -- -- (37,500,000) (37,500) 37,500 -- -- -- -- --
Preferred
convertible
stock issued
for merger
with
Mobilestream
2 for 1
convertible
into common 35,236,188 $35,236 -- -- 468,138 -- -- -- -- 503,374
Net loss for
the year
ended
December 31,
2006 -- -- -- -- -- -- (4,246,058) -- -- (4,246,058)
---------- ------- ----------- --------- ------------ ------------ ----------- --------- --------- -----------
Balance at
December 31,
2006 35,236,188 $35,236 25,113,329 $ 25,113 $ 9,818,127 $ -- $(6,932,111) $(327,000) $(660,693) $ 1,958,672
========== ======= =========== ========= ============ ============ =========== ========= ========= ===========
Shares issued
for cash -- -- 17,500 17 5,233 -- -- -- -- 5,250
Shares issued
for stock to
be issued
(liability) -- -- 186,822 187 201,156 -- -- -- -- 201,343
Amortization
of deferred
compensation -- -- -- -- -- -- -- 27,250 -- 27,250
Shares issued
for services -- -- 36,000 36 25,964 -- -- -- -- 26,000
Net loss for
the year
ended
March 31,
2007 -- -- -- -- -- -- (741,864) -- -- (741,864)
---------- ------- ----------- --------- ------------ ------------ ----------- --------- --------- -----------
Balance at
March 31,
2007 35,236,188 $35,236 25,353,651 $ 25,353 $ 10,050,480 $ -- $(7,673,975) $(299,750) $(660,693) $ 1,476,651
========== ======= =========== ========= ============ ============ =========== ========= ========= ===========
The accompanying notes are an integral part of these financial statements.
5
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
NOTE 1 - BASIS OF PRESENTATION AND NATURE OF BUSINESS AND ORGANIZATION
--------------------------------------------------------------
The accompanying unaudited condensed financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Item 310 of Regulation S-B.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the three months ended March 31, 2007 are not necessarily
indicative of the results that maybe expected for the year ended December 31,
2007.
Global Resource Corporation (the Company") was formed on July 19, 2002 in the
state of New Jersey under the name Carbon Recovery Corporation as a development
stage company. The Company's business plan is to research and develop and market
the business of decomposing petroleum-based materials by subjecting them to
variable frequency microwave radiation at specifically selected frequencies for
a time sufficient to at least partially decompose the materials, converting the
materials into industrial products and chemicals for the petroleum chemical
industry.
With the acquisition of (i) the assets and (ii) the development stage business
from Carbon Recovery Corporation, the business of the Company became that of
Carbon Recovery Corporation prior to the Closing. That business was, and
continues to be:
(i) the construction of plants to exploit certain technology for decomposing
petroleum-based materials by subjecting them to variable frequency microwave
radiation at specifically selected frequencies for a time sufficient to at least
partially decompose the materials;
(ii) the design, manufacture and sale of machinery and equipment units,
embodying the technology; and
(iii) the sub-licensing of third parties to exploit that technology.
At the present time, the process is in a laboratory mode. There will have to be
a transition from the "one batch at a time" operation, used in the laboratory to
a "continuous feed" line in order to commercialize the process. Currently, the
continuous feed line is in the final design stage.
The Company believes that the design of the machinery and equipment for the
decomposition of waste tires fully protects the environment from the release of
components during the decomposition process.
6
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
NOTE 1- BASIS OF PRESENTATION AND NATURE OF BUSINESS AND ORGANZIATION
(CONTINUED)
In a similar decomposition process, the Company has designed machinery and
equipment which will decompose "fluff", which is the non-metallic portions of
scrap motor vehicles, primarily, the interiors. It appears that although scrap
vehicles are specifically taken without the tires due to enjvironmental rules,
they are often removed but then placed ("hidden") in the trunk of the vehicle
and crushed into it, thus "disposing" of the tires. The Company's machinery
will, of course, permit any tires to be decomposed together with the other
materials. The Company is currently offering three models: one which disposes of
5 tons per hour, one which disposes of ten tons per hour, and one which disposes
of twenty tons per hour. The Company is soliciting orders and has issued various
proposals.
There are other potential applications for the microwave technology covered by
the license, in addition to the application for decomposing waste tires and
fluff. These include:
1. Stimulation of production of mature oil and gas wells
("stripper" wells);
2. Reduction of hydrocarbons in drilling cuttings to permit
on-site disposal;
3. Volatilization of heavy or slurry oil;
4. Recovery of oil from oil shale and oil sands; and
5. Medicinal applications.
To date, the Company has allocated a substantial portion of their time and
investment in bring their product to the market and the raising of capital. The
Company has not commenced any commercial operations as of March 31, 2007.
On December 31, 2006, Global Resource Corporation acquired all the assets and
assumed all of the liabilities of Mobilestream Oil, Inc. in exchange for; a)
11,145,255 shares of the Company's Common Stock; b) the issuance by the Company
for the benefit of the holders of the 2006 series of convertible preferred stock
of Mobilestream of 35,236,188 shares of the Company's own "2006 Series" in the
process of designation; c) the issuance of 27,205,867 common stock purchase
warrants on the basis of 1 warrant for each 3 shares of either common stock or
preferred stock (the 2006 Series), exercisable at $4.75 per share for a period
ending on December 31, 2007. The ownership Mobilestream owned 37,500,000 shares
of the Company's stock which were cancelled. The ownership of Mobilestream had a
controlling interest in the Company and due to the transfer of assets between
entities under common control, these transfers were recorded at their cost basis
(Pooling of interest) for accounting purposes. The net asset and liabilities of
Mobilestream equal approximately $2.4 million. The assets consisted of cash
approximately $1,678,000, and fixed assets of $149,000 offset by liabilities of
approximately $91,000.
7
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
NOTE 1- BASIS OF PRESENTATION AND NATURE OF BUSINESS AND ORGANZIATION
(CONTINUED)
On September 22, 2006, the Carbon Recovery Corporation entered into a Plan and
Agreement of Reorganization ("Agreement") with Global Resource Corporation.
Pursuant to the Agreement, Global Resource Corporation acquired all of the
assets and assumed all of the liabilities and related development stage business
of Carbon Recovery Corporation in exchange for 48,688,996 common shares and the
assumption of a convertible debenture and accrued interest in the amount of
$120,682 by Carbon Recovery Corporation, subsequent the convertible debenture
was eliminated by issuing 2,681,837 of the Company's common stock.. The holders
of Global Resource Corporation's capital stock before the Agreement retained
72,241 shares of common stock. Prior to the Agreement, Carbon Recovery
Corporation had warrants outstanding. Pursuant to the Agreement, those
outstanding warrants were exchanged for outstanding warrants of Global Resource
Corporation. Specifically, Global Resource Corporation issued 3,908,340 Class B
warrants, 1,397,600 Class D warrants and 1,397,600 Class E warrants. The Class B
and Class D warrants have an exercise price of $2.75 and the Class E warrants
have an exercise price of $4.00. All of the warrants expire on September 21,
2007.
The above transaction has been accounted for as a reverse merger
(recapitalization) with Carbon Recovery Corporation being deemed the accounting
acquirer and Global Resource Corporation being deemed the legal acquirer.
Accordingly, the historical financial information presented in the financial
statements is that of Carbon Recovery Corporation as adjusted to give effect to
any difference in the par value of the issuer's and the accounting acquirer's
stock with an offset to additional paid in capital. The basis of the assets and
liabilities of Carbon Recovery Corporation, the accounting acquirer, have been
carried over in the recapitalization. Concurrent with the merger, Carbon
Recovery Corporation changed its name to Global Resource Corporation.
The Company is considered to be in the development stage as defined in Statement
of Financial Accounting Standards (SFAS) No. 7, "ACCOUNTING AND REPORTING BY
DEVELOPMENT STAGE ENTERPRISES". The Company has devoted substantially all of its
efforts to business planning and development, as well as allocating a
substantial portion of their time and investment in bringing their product to
the market, and the raising of capital.
NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
USE OF ESTIMATES
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.
8
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
CASH AND CASH EQUIVALENTS
The Company considers all highly liquid debt instruments and other short- term
investments with an initial maturity of three months or less to be cash or cash
equivalents.
At March 31, 2007, the Company maintained cash and cash equivalent balances at
two financial institution that is insured by the Federal Deposit Insurance
Corporation up to $100,000. At March 31, 2007 the Company's uninsured cash
balances total $876,506.
START-UP COSTS
In accordance with the American Institute of Certified Public Accountants
Statement of Position 98-5, "REPORTING ON THE COSTS OF START-UP ACTIVITIES", the
Company expenses all costs incurred in connection with the start-up and
organization of the Company.
INCOME TAXES
Deferred income taxes are reported using the liability method. Deferred tax
assets are recognized for deductible temporary differences and deferred tax
liabilities are recognized for taxable temporary differences. Temporary
differences are the differences between the reported amounts of assets and
liabilities and their tax bases. Deferred tax assets are reduced by a valuation
allowance when, in the opinion of management, it is more likely than not that
some portion or all of the deferred tax assets will not be realized. Deferred
tax assets and liabilities are adjusted for the effects of changes in tax laws
and rates on the date of enactment.
Effective December 31, 2006 the Company completed a merger with Mobilestream
Corp. and due to the transfer of assets between entities under common control,
these transfers were recorded at their cost basis (Pooling method) for
accounting purposes. All account amounts and shares amounts have been updated
and presented to reflect the change.
Effective July 31, 2006 the Company completed a reverse split of its common
stock. All share amounts have been updated and presented to reflect the change.
9
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
EARNINGS (LOSS) PER SHARE OF COMMON STOCK
Historical net loss per common share is computed using the weighted average
number of common shares outstanding. Diluted earnings per share (EPS) includes
additional dilution from common stock equivalents, such as stock issuable
pursuant to the exercise of stock options and warrants. Common stock equivalents
were not included in the computation of diluted earnings per share when the
Company reported a loss because to do so would be antidilutive.
EARNINGS (LOSS) PER SHARE OF COMMON STOCK
The following is a reconciliation of the computation for basic and diluted
earnings per share:
Three Months Ended March 31,
--------------------------------
2007 2006
------------ ------------
Net loss ($ 741,864) ($ 528,122)
------------ ------------
Weighted-average common shares
Outstanding (Basic) 25,180,668 46,204,848
------------ ------------
Weighted-average common shares
Outstanding (Diluted) 25,180,668 46,204,848
============ ============
Weighted-average common stock Equivalents for preferred stock convertible to 1
for 2 of common are 70,472,376 and warrants common stock equivalents are
33,909,407, these are not part of the weighted-average outstanding common stock
calculation because inclusion would have been anti-dilutive as of March 31, 2007
and March 31, 2006.
10
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
RECENT ACCOUNTING PRONOUNCEMENTS
On December 16, 2004, the Financial Accounting Standards Board ("FASB")
published Statement of Financial Accounting Standards No. 123 (Revised 2004),
"SHARE-BASED PAYMENT" ("SFAS 123R"). SFAS 123R requires that compensation cost
related to share-based payment transactions be recognized in the financial
statements. Share-based payment transactions within the scope of SFAS 123R
include stock options, restricted stock plans, performance-based awards, stock
appreciation rights, and employee share purchase plans. The provisions of SFAS
123R are effective for small business issuers as of the first interim period
that begins after December 15, 2005. Currently, the Company accounts for its
share-based payment transactions under the provisions of APB 25, which does not
necessarily require the recognition of compensation cost in the financial
statements. The Company has not issued any options during the reporting periods
and as such, the effect of SFAS 123R has no impact on the results of operations
for the three months ended March 31, 2007.
On December 16, 2004, FASB issued Statement of Financial Accounting Standards
No. 153, "EXCHANGES OF NON-MONETARY ASSETS, AN AMENDMENT OF APB OPINION NO. 29,
ACCOUNTING FOR NON-MONETARY TRANSACTIONS" ("SFAS 153"). This statement amends
APB Opinion 29 to eliminate the exception for non-monetary exchanges of similar
productive assets and replaces it with a general exception for exchanges of
non-monetary assets that do not have commercial substance. Under SFAS 153, if a
non-monetary exchange of similar productive assets meets a commercial-substance
criterion and fair value is determinable, the transaction must be accounted for
at fair value resulting in recognition of any gain or loss. SFAS 153 is
effective for non-monetary transactions in fiscal periods that begin after June
15, 2005. The Company does not anticipate that the implementation of this
standard will have a material impact on its financial position, results of
operations or cash flows.
In May 2005, the FASB issued SFAS No. 154, "Accounting Changes and Error
Corrections." SFAS No. 154 replaces Accounting Principles Board ("APB") Opinion
No. 20, "Accounting Changes" and SFAS No. 3, "Reporting Accounting Changes in
Interim Financial Statements." SFAS No. 154 requires retrospective application
to prior periods' financial statements of a voluntary change in accounting
principle unless it is impracticable. APB No. 20 previously required that most
voluntary changes in accounting principle be recognized by including the
cumulative effect of changing to the new accounting principle in net income in
the period of the change. SFAS No. 154 is effective for accounting changes and
corrections of errors made in fiscal years beginning after December 15, 2005.
The adoption of SFAS No. 154 did not have a material impact on the Company's
financial position or results of operations.
11
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
In February 2006, the FASB issued SFAS No. 155, "Accounting for Certain Hybrid
Financial Instruments, an amendment of FASB Statements No. 133 and 140." SFAS
No. 155 resolves issues addressed in SFAS No. 133 Implementation Issue No. D1,
"Application of Statement 133 to Beneficial Interests in Securitized Financial
Assets," and permits fair value remeasurement for any hybrid financial
instrument that contains an embedded derivative that otherwise would require
bifurcation, clarifies which interest-only strips and principal-only strips are
not subject to the requirements of SFAS No. 133, establishes a requirement to
evaluate interests in securitized financial assets to identify interests that
are freestanding derivatives or that are hybrid financial instruments that
contain an embedded derivative requiring bifurcation, clarifies that
concentrations of credit risk in the form of subordination are not embedded
derivatives and amends SFAS No. 140 to eliminate the prohibition on a qualifying
special-purpose entity from holding a derivative financial instrument that
pertains to a beneficial interest other than another derivative financial
instrument. SFAS No. 155 is effective for all financial instruments acquired or
issued after the beginning of the first fiscal year that begins after September
15, 2006. The Company is currently evaluating the effect the adoption of SFAS
No. 155 will have on its financial position or results of operations.
In March 2006, the FASB issued SFAS No. 156, "Accounting for Servicing of
Financial Assets, an amendment of FASB Statement No. 140." SFAS No. 156 requires
an entity to recognize a servicing asset or liability each time it undertakes an
obligation to service a financial asset by entering into a servicing contract
under a transfer of the servicer's financial assets that meets the requirements
for sale accounting, a transfer of the servicer's financial assets to a
qualified special-purpose entity in a guaranteed mortgage securitization in
which the transferor retains all of the resulting securities and classifies them
as either available-for-sale or trading securities in accordance with SFAS No.
115, "Accounting for Certain Investments in Debt and Equity Securities" and an
acquisition or assumption of an obligation to service a financial asset that
does not relate to financial assets of the servicer or its consolidated
affiliates.
12
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Additionally, SFAS No. 156 requires all separately recognized servicing assets
and servicing liabilities to be initially measured at fair value, permits an
entity to choose either the use of an amortization or fair value method for
subsequent measurements, permits at initial adoption a one-time reclassification
of available-for-sale securities to trading securities by entities with
recognized servicing rights and requires separate presentation of servicing
assets and liabilities subsequently measured at fair value and additional
disclosures for all separately recognized servicing assets and liabilities. SFAS
No. 156 is effective for transactions entered into after the beginning of the
first fiscal year that begins after September 15, 2006. The Company is currently
evaluating the effect the adoption of SFAS No. 156 will have on its financial
position or results of operations.
NOTE 3- FIXED ASSETS
Fixed assets as of March 31, 2007 were as follows:
Estimated
Useful
Lives (Years) Amount
-------------- ----------------
Testing Equipment 5 - 7 $ 429,980
Vehicles 5 127,512
Office & Computer Equip. 5 16,643
Leasehold improvements 3 4,670
----------------
Total $ 578,805
================
Less accumulated Depreciation & amortization 113,147
----------------
NET FIXED ASSETS $ 465,658
================
There was $23,282 and $4,413 charged to operations for depreciation expense for
the nine months ended March 31, 2007 and 2006, respectively.
13
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
NOTE 4- LOAN PAYABLE - EQUIPMENT
In January 2006 the Company entered into a five year loan related to the
purchase of new equipment. The principal amount of the loan is $75,000 at an
interest rate of 13.43% annually. Monthly payments on the loan are approximately
$1,723. In October 2006 the Company entered into a three year loan related to
lab equipment. The principal amount of the loan is $73,817 at an interest rate
of 8.71% annually. Monthly payments on the loan are approximately $2,396.
2007
---------
Total Loans Payable $ 121,003
Less current maturities (37,897)
---------
Long-Term payable $ 83,106
=========
The amount of principal maturities of the loans payable by years is as follows:
2007 $ 37,897
2008 42,043
2009 29,526
2010 11,537
---------
$ 121,003
=========
NOTE 5- PROVISION FOR INCOME TAXES
Deferred income taxes will be determined using the liability method for the
temporary differences between the financial reporting basis and income tax basis
of the Company's assets and liabilities. Deferred income taxes will be measured
based on the tax rates expected to be in effect when the temporary differences
are included in the Company's tax return. Deferred tax assets and liabilities
are recognized based on anticipated future tax consequences attributable to
differences between financial statement carrying amounts of assets and
liabilities and their respective tax bases.
14
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
At March 31, 2007 the deferred tax assets consist of the following:
Three Months
Ended
March 31,
2007
-----------
Deferred taxes due to net operating loss carryforwards $ 2,302,159
Less: Valuation allowance (2,302,159)
-----------
Net deferred tax asset $ --
===========
At March 31, 2007, the Company had deficits accumulated during the development
stage in the approximate amount of $7,673,864 available to offset future taxable
income through 2027. The Company established valuation allowances equal to the
full amount of the deferred tax assets due to the uncertainty of the utilization
of the operating losses in future periods.
NOTE 6- OPERATING LEASES
The Company leases office space under a lease agreement that commenced June 1,
2006, the monthly lease payments are $5,000 per month and the leases expires on
May 31, 2009. The Company is required to pay property taxes, utilities,
insurance and other costs relating to the leased facilities.
Minimum lease payments under the operating lease are as follows:
For the Periods Ending Amount
March, 31
2007 $ 45,000
2008 60,000
2009 21,700
---------
$ 126,700
=========
15
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
NOTE 7- GOING CONCERN
As shown in the accompanying financial statements, the Company incurred
substantial net losses for the periods ended March 31, 2007 and 2006, and has no
revenue stream to support itself. This raises doubt about the Company's ability
to continue as a going concern.
The Company's future success is dependent upon its ability to raise additional
capital or to secure a future business combination. There is no guarantee that
the Company will be able to raise enough capital or generate revenues to sustain
its operations. Management believes they can raise the appropriate funds needed
to support their business plan and acquire an operating, cash flow positive
company.
The financial statements do not include any adjustments relating to the
recoverability or classification of recorded assets and liabilities that might
result should the Company be unable to continue as a going concern.
NOTE 8- STOCKHOLDERS' EQUITY
COMMON STOCK
The following details the stock transactions for the Three months ended March
31, 2007:
The Company issued 17,500 shares of stock for $5,250 cash.
The Company issued 186,822 shares of common stock for cash received in
2006 which was classified as liability in stock to be issued $210,343.
The Company issued 36,000 shares of common stock in exchange for
services valued at $26,000.
16
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
NOTE 8- STOCKHOLDERS' EQUITY (CONTINUED)
PREFERRED STOCK
There was no activity for the three months ended March 31, 2007:
Currently there 35,236,188 shares of convertible preferred, these shares can be
converted into common stock,1 preferred for 2 common stock shares.
WARRANTS
The Company issued 3,908,340 Class B warrants, 1,397,600 Class D warrants and
1,397,600 Class E warrants. The Class B and Class D warrants have an exercise
price of $2.75 and the Class E warrants have an exercise price of $4.00. All of
the warrants expire on September 21, 2007.
The Company issued 27,205,867 Common Stock Purchase warrants on the basis of 1
warrant for each 3 shares of either common stock or preferred stock (the 2006
Series), exercisable at $4.75 per share. These warrants expire on December 31,
2007.
A summary of the status of the Company's outstanding stock warrants as of March
31, 2007 is as follows
Weighted
Average
Exercise
Shares Price
---------- ----------
Outstanding at January 1, 2007 -- $ --
Granted 33,909,407 4.41
Exercised -- --
Forfeited -- --
---------- ----------
Outstanding at March 31, 2007 33,909,407 $ 4.41
---------- ----------
Exercisable at March 31, 2007 33,909,407 $ 4.41
---------- ----------
17
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
NOTE 9- COMMITMENTS AND CONTINGENCIES
Effective January 1, 2005 the Company entered into an employment agreement with
its President. Under the agreement the President shall be entitled to an annual
base salary of $250,000 in 2005 escalating to $366,025 in 2009. In 2005,
$156,000 of the salary shall be paid ratably during the course of the year and
the remaining $94,000 will be paid in accordance with the terms of the
agreement. The initial term of the agreement is for a period of five years. The
President has the option to renew this agreement for a second five-year term. In
addition to the base salary the Company has granted the President 545,000 shares
of restricted common stock as deferred compensation. The common stock vests to
the President over a five-year period commencing January 1, 2005.
NOTE 10- RELATED PARTY TRANSACTION
On December 29, 2006 the Company completed a merger with Mobilestream Oil, which
had a common control owners. The transfer of assets between entities was
recorded at their cost basis for accounting purposes. A royalties receivable and
payable in the amount of $70,832 was eliminated in the consolidation of two
companies for first quarter 2006. Revenue for royalties and development expenses
in amount of $116,667 was also eliminated in the consolidation of the two
companies.
NOTE 11- NOTE RECEIVABLE
On September 22, 2006, the Mobilestream Oil, Inc. loaned $650,000 to M J
Advanced Corporation Communications ("MJACC") with the understanding that MJACC
would advance money to CRCIC, LLC a limited liability company for, the purpose
to acquire a shell corporation (Global Resources Corporation) for Carbon
Recovery Corporation to perfect a reverse merger. Subsequent to the balance
sheet date, a dispute arose with respect to the agreement. A resolution was
agreed upon where 400,000 shares of Global Resources Corporation stock owned by
MJACC and CRCIC have been transferred to an attorney as escrow for satisfaction
of the note payable to the Company and MJACC and CRCIC relinquished all rights.
The stocks held in escrow will be sold by the Escrow agent to satisfy the loan
amount.
The note has been fully reserved due to market price volatility of the Company's
common stock price.
18
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
MARCH 31, 2007
NOTE 12- SUBSEQUENT EVENTS
Subsequent to the balance sheet date, in April 2007, the following transactions
occurred:
o On April 19 the Company authorized 250,000 common stock shares
to CEO, Frank Pringle under the Employee compensation stock
option plan.
o On April 27 the Company entered into an investment agreement
with the Westor Capital Group in order to raise funds for
future asset acquisitions. The Company received $400,000 cash
less fees of $64,701 in exchange for two 10% secured
convertible debenture with warrants.
o The company issued 155,300 shares of common stock for $46,590
in cash in the month of April.
19
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS.
On September 22, 2006 the Company acquired the assets and development stage
business of Carbon Recovery Corporation. The Company is continuing the plan of
operations developed by Carbon Recovery Corporation and in effect at the time of
the acquisition. Essentially, this involves finding commercial applications for
the use of the variable microwave technology to recover hydrocarbons either from
waste products (e.g., waste tires and non-metallic components of junked and
wrecked vehicles) or from sources such as oil shale, oil drilling cuttings,
capped wells with appropriate geological characteristics, etc.
With respect to the waste tire disposal business, the Company is negotiating a
lease for a 3 to 4 acre site, with a 135,000 sq. ft. building, at a former USX
site in Fairless Hills, Bucks County, Pennsylvania. While various types of
financing are being considered, the most likely source of financing will be
industrial revenue bonds. The first commercial tire disposal facility will be
located in the building. The Company expects to start the permitting process in
the very near future. The final design for the two-line facility is expected to
be completed in the near future. When the facility has been built it will go
through a de-bugging process while a stockpile of waste tires is developed so as
to permit a constant feed operation. It is the intent that once the first
facility has been shown to be commercially feasible, third parties will be
licensed for all future locations.
With respect to the non-metallic components of junked and wrecked vehicles
(essentially the interiors), known as "fluff", the Company has developed a unit
for the decomposition of such materials for which it currently is seeking
purchase orders.
With respect to the other hydrocarbon applications of the technology, the
Company will continue its R&D in each of the areas and seek out joint venture
partners for field testing and ultimate licensing to users.
On December 31, 2006, the Company acquired the assets of Mobilestream Oil, Inc.,
the licensor of the variable microwave technology, thereby securing all of the
rights to that technology and the four patent applications.
Liquidity and Working Capital
As shown in the accompanying financial statements, the Company incurred
substantial net losses for the periods ended march 31, 2007 and 2006 and has no
revenue stream to support itself. This raises doubts about the Company's ability
to continue as a going concern.
The Company's future success is dependent upon its ability to raise additional
capital and or to secure revenues. The Company is currently working with several
funding sources and it has raised approximately $400,000 since March 31, 2007.
The Company also has substantial sales quotes pending approval with an aggregate
value of approximately 25 million outstanding. There is however, no guarantee
that the Company will be able to raise enough capital or generate enough
revenues to sustain its operations.
As of March 31, 2007 the Company had $1,076,506 in cash on hand. This is
considered adequate to covering anticipated working capital requirements for
twelve (12) months.
ITEM 3. CONTROLS AND PROCEDURES.
Pursuant to rules adopted by the SEC as directed by Section 302 of the
Sarbanes-Oxley Act of 2002, the Company has performed an evaluation of its
disclosure controls and procedures (as defined by Exchange Act Rule 13a-15(e))
as of the end of the period covered by this report. The Company's disclosure
controls and procedures are designed to ensure (i) that information required to
be disclosed by the Company in the reports the Company files or submits under
the Exchange Act are recorded, processed, summarized, and reported within the
time periods specified in the SEC's rules and forms; and (ii) that information
required to be disclosed by the Company in the reports it files or submits under
the Exchange Act is accumulated and communicated to the Company's management,
including its principal executive and principal financial officer, or persons
performing similar functions, as appropriate to allow timely decisions regarding
required disclosure.
20
The Company has evaluated, with the participation of our CEO and CFO, the
effectiveness of the design and operation of the Company's disclosure controls
and procedures as of December 21, 2006, pursuant to Exchange Act Rule 15d-15.
Based upon that evaluation, the CEO and CFO identified deficiencies that existed
in the design or operation of our internal control over financial reporting that
it considered to be "material weaknesses". The Public Company Accounting
Oversight Board has defined a material weakness as a "significant deficiency or
combination of significant deficiencies that results in more than a remote
likelihood that a material misstatement of the annual or interim financial
statements will not be prevented or detected."
The material weaknesses identified relate to:
o As of March 31, 2007 there continued to be a lack of
accounting personnel with the requisite knowledge of Generally
Accepted Accounting Principles in the US ("GAAP") and the
financial reporting requirements of the Securities and
Exchange Commission.
o As of March 31, 2007 there were insufficient written policies
and procedures to insure the correct application of accounting
and financial reporting with respect to the current
requirements of GAAP and SEC disclosure requirements.
o As of March 31, 2007 there was a continuing lack of
segregation of duties, in that we only had one person
performing all accounting-related duties.
o Reclassification of and changed accounting for convertible
debentures. On July 3, 2006, the Company concluded that it was
necessary to restate its financial results for the fiscal year
ended March 31, 2005 and for the interim periods ended
September 30 and December 31, 2004 and 2005 and for the
interim period ended June 30, 2005 to reflect additional
non-operating gains and losses related to the classification
of and accounting for convertible debentures issued in fiscal
2005. The Company had previously determined a beneficial
conversion feature, valued the conversion features at the
intrinsic value and classified the convertible instruments as
equity. After further review, the Company determined that
those instruments should have been classified as derivative
liabilities and, therefore, the fair value of each instrument
should have been recorded as a derivative liability on the
Company's balance sheet. Changes in the fair values of those
instruments resulted in adjustments to the amount of the
recorded derivative liabilities and the corresponding gain or
loss will be recorded in the Company's statement of
operations. At the date of the conversion of each respective
instrument or portion thereof, the corresponding derivative
liability was classified as equity. The Company filed amended
Forms 10-QSB reflecting these changes.
The Company has taken the following corrective measures to address the material
weaknesses identified above and to improve our internal controls over financial
reporting:
1. We recognized the need to gain sufficient expertise in the knowledge
of "GAAP" and the financial reporting requirements of the SEC and, in the third
quarter of 2006, we hired a third party accounting firm to assist management in
the preparation of the financial statements.
2. In the fourth quarter of 2006 we hired a third party accounting firm
with the expertise to assist management in establishing and writing accounting
policies and procedures needed to ensure the correct application of accounting
and financial reporting with respect the current requirements of GAAP and SEC
disclosure requirements. This third party accounting firm will also assist us in
evaluating and implementing internal control standards, as well as begin our
Sarbanes-Oxley process.
Notwithstanding the existence of material weaknesses in our internal control
over financial reporting, our management believes, including our Chief Executive
Officer and Chief Financial Officer that the consolidated financial statements
included in this report fairly present in all material respects our financial
condition, results of operations and cash flows for the periods presented.
21
PART II - OTHER INFORMATION
ITEM 2. UNREGISTERED SALES OF SECURITIES AND USE OF PROCEEDS
On December 31, 2006, the Company acquired all of the assets of Mobilestream
Oil, Inc. in a Plan of Reorganization pursuant to Section 368(a)(1)(D) of the
Internal Revenue Code. In consideration for such assets and business the Company
issued (on January 3, 2007) 11,145,225 shares of its Common Stock and 35,236,188
shares of the 2006 Series of Convertible Preferred Stock. Because the shares
were not registered with the Securities and Exchange Commission, and
Mobilestream Oil, Inc. had too many shareholders to permit the distribution of
the shares, as required by Section 368(a)(1)(D) of the Internal Revenue Code,
the shares have been transferred to a Liquidating Trust pending registration of
the shares to permit such distribution. The issuance of the shares was
considered exempt pursuant to Section 4(2) of the Securities Act of 1933 as
amended.
On March 8, 2007 the Company issued 186,822 shares of its Common Stock to 25
purchasers for $201,342 actually received in 2006. The purchasers had bought the
shares in the Regulation S offering conducted in 2006.
On March 19, 2007 the Company issued 5,000 shares of its Common Stock to the
Director of Microwave Processing and Engineering Center at Pennsylvania State
University as compensation for certain consulting services valued at $5,000. The
issuance of the shares was considered exempt pursuant to Section 4(2) of the
Securities Act of 1933 as amended.
On March 20, 2007 the Company issued 20,000 shares of its Common Stock to a
financial consultant for services rendered during 2006 valued at $20,000. The
issuance of the shares was considered exempt pursuant to Section 4(2) of the
Securities Act of 1933 as amended.
On March 21, 2007 the Company issued 11,000 shares of its Common Stock to an
engineering consultant for services rendered valued at $11,000. The issuance of
the shares was considered exempt pursuant to Section 4(2) of the Securities Act
of 1933 as amended.
22
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
GLOBAL RESOURCE CORPORATION
By: /s/ Frank G. Pringle
-----------------------------------
Frank G. Pringle, President/CEO
Date: May 4, 2007
23