SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
[ X ] Quarterly Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended June 30, 2008
[ ] 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
Global Resource Corporation
(Exact name of registrant as specified in its charter)
Nevada 84-1565820
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
Bloomfield Business Park,
408 Bloomfield Drive, Unit 1,
West Berlin, New Jersey 08091
(Address of principal executive offices)
(856) 767-5661
(Issuer's telephone number)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Exchange Act during the preceding
12months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days. Yes [X] No [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a smaller reporting company. See the definitions of "large
accelerated filer", "accelerated filer" and "smaller reporting company" in Rule
12b-2 of the Exchange Act.
Large Accelerated Filer _____ Accelerated Filer _____
Non-accelerated filer _____ (do not check if a smaller reporting company)
Smaller reporting company __X__
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ] No [X]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark 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: 47,580,916 shares of common stock,
par value $0.001, were outstanding at August 5, 2008.
PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
CONDENSED BALANCE SHEET
JUNE 30, 2008
(UNAUDITED) (AUDITED)
Period Ended Year Ended
June 30, December 31,
2008 2007
------------ ------------
ASSETS
CURRENT ASSETS
Cash and Cash equivalents $ 4,613,193 $ 780,425
Short-term Investments 287,449 --
Inventory 294,980 --
------------ ------------
TOTAL CURRENT ASSETS 5,195,622 780,425
------------ ------------
Fixed Assets, Net of depreciation 398,626 373,135
------------ ------------
OTHER ASSETS
Deposits 76,576 74,860
Long-term Investments 3,468,860
------------ ------------
TOTAL OTHER ASSETS 3,545,436 74,860
TOTAL ASSETS $ 9,139,684 $ 1,228,420
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 86,147 $ 119,588
Current portion - loan payable - equipment 42,572 40,964
Current portion - lease - equipment 10,103
Loan Payable - to officer of company 30,000 150,000
Stock to be issued 465,210 --
------------ ------------
TOTAL CURRENT LIABILITIES 634,032 310,552
------------ ------------
LONG-TERM LIABILITIES
Lease - equipment, net of current portion 20,207
Loan payable - equipment, net of current portion 30,071 51,629
------------ ------------
TOTAL LIABILITIES 684,310 362,181
------------ ------------
STOCKHOLDERS' EQUITY
Preferred Stock A - $.001 par value 100,000,000 shares
authorized, 33,445,124 issued and outstanding
at June 30, 2008, 35,237,188 issued and outstanding
at Dec. 31, 2007 33,445 35,236
Preferred Stock B - $.001 par value, no shares authorized
and issued as of June 30, 2008 and 1,100 shares authorized
and issued as Dec. 31, 2007 1
Common stock, $.001 par value; 200,000,000 shares authorized,
46,372,288 shares issued outstanding at June 30, 2008,
30,263,330 Shares issued and outstanding at Dec. 31, 2007 46,467 30,358
Subscription receivable (130,518) (185,693)
Additional paid-in capital 43,632,695 20,497,849
Accumulated other comprehensive income (142,312)
Deficit accumulated in the development stage (34,237,138) (17,418,997)
------------ ------------
9,202,639 2,958,754
Treasury Stock (66,473) (66,473)
Prepaid Services (517,292) (1,808,042)
Deferred compensation (163,500) (218,000)
------------ ------------
Total stockholders' equity 8,455,374 866,239
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 9,139,684 $ 1,228,420
============ ============
The accompanying notes are an integral part of these financial statements.
3
GLOBAL RESOURCE CORPORATION
(A Development Stage Company)
Condensed Statement of Operations
(With Cumulative Totals Since Inception)
(Unaudited)
THREE MONTHS ENDED SIX MONTHS ENDED JULY 19, 2002
---------------------------- --------------------------- (INCEPTION)
June 30, JUNE 30, JUNE 30, JUNE 30, TO
2008 2007 2008 2007 JUNE 30, 2008
------------ ------------ ------------ ------------ ------------
REVENUES $ -- $ -- $ -- $ -- $ --
COST OF SALES -- -- -- -- --
------------ ------------ ------------ ------------ ------------
GROSS PROFIT -- -- -- -- --
------------ ------------ ------------ ------------ ------------
OPERATING EXPENSES
Consulting fees 8,759,443 20,000 11,196,318 28,239 12,618,576
Professional fees for Legal and Accountng 341,281 149,881 545,410 324,856 1,805,598
Investment Banking Fees and Investor Relations 2,396,850 67,754 2,559,777 127,754 8,452,035
Other general and administrative expenses 1,720,017 394,891 2,506,802 881,279 11,062,561
Depreciation expense 22,631 24,595 43,323 47,877 227,053
------------ ------------ ------------ ------------ ------------
TOTAL OPERATING EXPENSES 13,240,222 657,121 16,851,630 1,410,005 34,165,823
------------ ------------ ------------ ------------ ------------
LOSS BEFORE OTHER INCOME (EXPENSE) (13,240,222) (657,121) (16,851,630) (1,410,005) (34,165,823)
------------ ------------ ------------ ------------ ------------
OTHER INCOME (EXPENSE)
Loss on deposits, and other (100,000) (100,000) (172,712)
Net realized gain / (loss) on investments (1,194) (1,194) (1,194)
Interest expense (3,320) (12,886) (9,393) (16,365) (47,884)
Interest income 40,289 10,015 44,076 24,514 150,475
------------ ------------ ------------ ------------ ------------
TOTAL OTHER INCOME (EXPENSE) 35,775 (102,871) 33,489 (91,851) (71,315)
------------ ------------ ------------ ------------ ------------
NET LOSS BEFORE PROVISION FOR INCOME TAXES (13,204,447) (759,992) (16,818,141) (1,501,856) (34,237,138)
PROVISION FOR INCOME TAXES -- -- -- -- --
------------ ------------ ------------ ------------ ------------
NET LOSS APPLICABLE TO COMMON SHARES $(13,204,447) $ (759,992) $(16,818,141) $ (1,501,856) $(34,237,138)
============ ============ ============ ============ ============
BASIC AND DILUTED LOSS
PER SHARE $ (0.31) $ (0.03) $ (0.46) $ (0.06)
============ ============ ============ ============
WEIGHTED AVERAGE NUMBER
OF COMMON SHARES 42,450,685 25,565,553 36,596,908 25,374,174
============ ============ ============ ============
The accompanying notes are an integral part of these financial statements.
4
Global Resource Corporation
(A Development Stage Company)
Condensed Statement of Stockholders' Equity
At June 30, 2008
Preferred Stock Common Stock Deficit
------------------------- ------------------------- Accumulated
Par Value Par Value Additional Discount during the
Preferred $.001 Common $.001 Paid-In on Common Development
Shares $ Amount Shares $ Amount Capital Stock Stage
----------- ----------- ----------- ----------- ----------- ----------- -----------
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 -- --
Shares issued for cash,
November 2002 -- -- 29,000 -- 14,500 -- --
Shares issued for services,
November and December 2002 -- -- 13,600 -- 6,800 -- --
Net loss for the period July 19,
2002 (Inception) through
December 31, 2002, as
originally stated -- -- -- -- -- -- (2,008,508)
Prior period adjustment -- -- -- -- -- -- 1,500,000
----------- ----------- ----------- ----------- ----------- ----------- -----------
Balance at December 31, 2002 -- -- 3,597,600 -- 493,300 -- (508,508)
----------- ----------- ----------- ----------- ----------- ----------- -----------
Re-issuance of founders'
shares - July 2003 -- -- 1,455,000 -- -- -- --
Shares issued for cash -- -- 519,800 -- 259,900 -- --
Issuance of subscription
receivable from shareholders -- -- -- -- -- -- --
Net loss for the year ended
December 31, 2003,
as originally stated -- -- -- -- -- -- (931,159)
Prior period adjustment, -- -- -- -- -- -- 727,500
----------- ----------- ----------- ----------- ----------- ----------- -----------
Balance at December 31, 2003 -- -- 5,572,400 -- 753,200 -- (712,167)
----------- ----------- ----------- ----------- ----------- ----------- -----------
Shares issued for cash -- -- 917,645 -- 553,105 -- --
Shares issued in exchange
for real estate -- -- 650,000 -- 650,000 -- --
Shares issued for compensation -- -- 545,000 -- 545,000 -- --
Shares issued as charitable
contribution -- -- 50,000 -- 50,000 -- --
Initial founders' shares
cancelled -- -- (250,000) -- -- -- --
Issuance of subscription
receivable from shareholders -- -- -- -- -- -- --
Net loss for the year
ended December 31, 2004 -- -- -- -- -- -- (672,219)
----------- ----------- ----------- ----------- ----------- ----------- -----------
Balance at December 31, 2004 -- -- 7,485,045 -- 2,551,305 -- (1,384,386)
----------- ----------- ----------- ----------- ----------- ----------- -----------
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5a
continued from previous page
Global Resource Corporation
(A Development Stage Company)
Condensed Statement of Stockholders' Equity
At June 30, 2008
Accumulated
Contra Other
Deferred Prepaid for Subscription Treasury Comprehensive
Compensation Services Receivable Stock Income/(Loss) Total
----------- ----------- ----------- ----------- ----------- -----------
Balance - July 19, 2002 (Inception) $ -- $ -- $ -- -- -- --
Issuance of initial founders'
shares, September 2002, net
of subsequent cancellations -- -- -- -- -- --
Shares issued for services,
September 2002 -- -- -- -- -- 472,000
Shares issued for cash,
November 2002 -- -- -- -- -- 14,500
Shares issued for services,
November and December 2002 -- -- -- -- -- 6,800
Net loss for the period July 19,
2002 (Inception) through
December 31, 2002, as
originally stated -- -- -- -- -- (2,008,508)
Prior period adjustment -- -- -- -- -- 1,500,000
----------- ----------- ----------- ----------- ----------- -----------
Balance at December 31, 2002 -- -- -- -- -- (15,208)
----------- ----------- ----------- ----------- ----------- -----------
Re-issuance of founders'
shares - July 2003 -- -- -- -- -- --
Shares issued for cash -- -- -- -- -- 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)
Prior period adjustment, -- -- -- -- -- 727,500
----------- ----------- ----------- ----------- ----------- -----------
Balance at December 31, 2003 -- -- (14,340) -- -- 26,693
----------- ----------- ----------- ----------- ----------- -----------
Shares issued for cash -- -- -- -- -- 553,105
Shares issued in exchange
for real estate -- -- -- -- -- 650,000
Shares issued for compensation (545,000) -- -- -- -- --
Shares issued as charitable
contribution -- -- -- -- -- 50,000
Initial founders' shares
cancelled -- -- -- -- -- --
Issuance of subscription
receivable from shareholders -- -- (74,240) -- -- (74,240)
Net loss for the year
ended December 31, 2004 -- -- -- -- -- (672,219)
----------- ----------- ----------- ----------- ----------- -----------
Balance at December 31, 2004 (545,000) -- (88,580) -- -- 533,339
----------- ----------- ----------- ----------- ----------- -----------
5b
Global Resource Corporation
(A Development Stage Company)
Condensed Statement of Stockholders' Equity
At June 30, 2008
Preferred Stock Common Stock Deficit
------------------------- ------------------------- Accumulated
Par Value Par Value Additional Discount during the
Preferred $.001 Common $.001 Paid-In on Common Development
Shares $ Amount Shares $ Amount Capital Stock Stage
----------- ----------- ----------- ----------- ----------- ----------- -----------
Shares issued for cash -- -- 745,655 -- 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 -- --
Shares issued for services -- -- 53,500 -- 53,500 -- --
Accounts payable converted
to equity -- -- 1,087 -- 1,087 -- --
Stock subscriptions received, net -- -- -- -- -- -- --
Amortization of deferred
compensation -- -- -- -- -- -- --
Net loss for the year ended
December 31, 2005 -- -- -- -- -- -- (1,291,169)
----------- ----------- ----------- ----------- ----------- ----------- -----------
Balance at December 31, 2005 -- -- 45,866,087 -- 41,101,199 (37,500,000) (2,675,555)
----------- ----------- ----------- ----------- ----------- ----------- -----------
Shares issued for cash -- -- 2,786,286 -- 2,810,877 -- --
Stock subscriptions received, net -- -- -- -- -- -- --
Amortization of deferred
compensation -- -- -- -- -- -- --
Shares issued for services -- -- 14,123 -- 14,746 -- --
Shares issued for investment
in land -- -- 22,500 -- 45,000 -- --
Effect of reverse merger -- -- 72,241 48,761 (37,669,444) 37,500,000 --
Shares issued for conversion
of debt -- -- 2,681,837 2,682 118,000 -- --
Shares issued for consulting -- -- 25,000 25 49,975 -- --
Shares issued for merger
with Mobilestream Inc -- -- 11,145,255 11,145 2,842,136 -- (10,498)
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 -- --
Net loss for the year ended
December 31, 2006 -- -- -- -- -- -- (4,246,058)
----------- ----------- ----------- ----------- ----------- ----------- -----------
Balance at December 31, 2006 35,236,188 $ 35,236 25,113,329 $ 25,113 $ 9,818,127 $ -- $(6,932,111)
=========== =========== =========== =========== =========== =========== ===========
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6a
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Global Resource Corporation
(A Development Stage Company)
Condensed Statement of Stockholders' Equity
At June 30, 2008
Accumulated
Contra Other
Deferred Prepaid for Subscription Treasury Comprehensive
Compensation Services Receivable Stock Income/(Loss) Total
----------- ----------- ----------- ----------- ----------- -----------
Shares issued for cash -- -- -- -- -- 914,507
Shares issued to acquire
technology -- -- -- -- -- --
Remaining shares issued in
exchange for real estate -- -- -- -- -- 80,800
Shares issued for services -- -- -- -- -- 53,500
Accounts payable converted
to equity -- -- -- -- -- 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)
----------- ----------- ----------- ----------- ----------- -----------
Balance at December 31, 2005 (436,000) -- (78,182) -- -- 411,462
----------- ----------- ----------- ----------- ----------- -----------
Shares issued for cash -- -- -- -- -- 2,810,877
Stock subscriptions received, net -- -- (582,511) -- -- (582,511)
Amortization of deferred
compensation 109,000 -- -- -- -- 109,000
Shares issued for services -- -- -- -- -- 14,746
Shares issued for investment
in land -- -- -- -- -- 45,000
Effect of reverse merger -- -- -- -- -- (120,683)
Shares issued for conversion
of debt -- -- -- -- -- 120,682
Shares issued for consulting -- -- -- -- -- 50,000
Shares issued for merger
with Mobilestream Inc -- -- -- -- -- 2,842,783
Cancellation of shares for
merger with Mobilestream Inc -- -- -- -- -- --
Preferred convertible stock
issued for merger with
Mobilestream 2 for 1
convertible into common -- -- -- -- -- 503,374
Net loss for the year ended
December 31, 2006 -- -- -- -- -- (4,246,058)
----------- ----------- ----------- ----------- ----------- -----------
Balance at December 31, 2006 $ (327,000) $ -- $ (660,693) $ -- -- $ 1,958,672
=========== =========== =========== =========== =========== ===========
6b
Global Resource Corporation
(A Development Stage Company)
Condensed Statement of Stockholders' Equity
At June 30, 2008
Preferred Stock Common Stock Deficit
------------------------- ------------------------- Accumulated
Par Value Par Value Additional Discount during the
Preferred $.001 Common $.001 Paid-In on Common Development
Shares $ Amount Shares $ Amount Capital Stock Stage
----------- ----------- ----------- ----------- ----------- ----------- -----------
Shares issued for cash -- -- 1,519,564 1,520 1,166,941 -- --
Shares issued for Stock to be
issued (liability) -- -- 186,822 187 201,156 -- --
Stock subscriptions received, net -- -- -- -- -- -- --
Amortization of deferred
compensation -- -- -- -- -- -- --
Shares issued for services -- -- 2,613,576 2,613 6,331,050 -- --
Shares issued for services
& Prepaid in Equity -- -- 925,000 925 2,580,576 -- --
Treasury Stock -- -- (94,961) -- -- -- --
Perferred Shares issued for
settlement of services 1,000 1 -- -- 399,999 -- --
Net loss for the year ended
December 31, 2007 -- -- -- -- -- -- (10,486,886)
----------- ----------- ----------- ----------- ----------- ----------- -----------
Balance at December 31, 2007 35,237,188 $ 35,237 30,263,330 $ 30,358 $20,497,849 $ -- $(17,418,997)
=========== =========== =========== =========== =========== =========== ===========
Shares issued for cash -- -- 2,046,226 2,046 2,081,743 -- --
Stock subscriptions received, net -- -- -- -- -- -- --
Amortization of deferred
compensation -- -- -- -- -- -- --
Shares issued for services -- -- 887,500 888 1,959,387 -- --
Shares issued for services
& Prepaid in Equity -- -- -- -- -- -- --
Treasury Stock -- -- -- -- -- -- --
Warrants issued for services -- -- -- -- 14,580 -- --
Net loss for the period ended
March 31, 2008 -- -- -- -- -- -- (3,613,694)
----------- ----------- ----------- ----------- ----------- ----------- -----------
Balance at March 31, 2008 35,237,188 $ 35,237 33,197,056 $ 33,292 $24,553,559 $ -- $(21,032,691)
=========== =========== =========== =========== =========== =========== ===========
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7a
continued from previous page
Global Resource Corporation
(A Development Stage Company)
Condensed Statement of Stockholders' Equity
At June 30, 2008
Accumulated
Contra Other
Deferred Prepaid for Subscription Treasury Comprehensive
Compensation Services Receivable Stock Income/(Loss) Total
----------- ----------- ----------- ----------- ----------- -----------
Shares issued for cash -- -- -- -- -- 1,168,461
Shares issued for Stock to be
issued (liability) -- -- -- -- -- 201,343
Stock subscriptions received, net -- -- 475,000 -- -- 475,000
Amortization of deferred
compensation 109,000 -- -- -- -- 109,000
Shares issued for services -- -- -- -- -- 6,333,663
Shares issued for services
& Prepaid in Equity -- (1,808,042) -- -- -- 773,459
Treasury Stock -- -- -- (66,473) -- (66,473)
Perferred Shares issued for
settlement of services -- -- -- -- -- 400,000
Net loss for the year ended
December 31, 2007 -- -- -- -- - (10,486,886)
----------- ----------- ----------- ----------- ----------- -----------
Balance at December 31, 2007 $ (218,000) $(1,808,042) $ (185,693) $ (66,473) -- $ 866,239
=========== =========== =========== =========== =========== ===========
Shares issued for cash -- -- -- -- -- 2,083,789
Stock subscriptions received, net -- -- 55,175 -- -- 55,175
Amortization of deferred
compensation 27,250 -- -- -- -- 27,250
Shares issued for services -- -- -- -- -- 1,960,275
Shares issued for services
& Prepaid in Equity -- 645,375 -- -- -- 645,375
Treasury Stock -- -- -- -- -- --
Warrants issued for services -- -- -- -- -- 14,580
Net loss for the period ended
March 31, 2008 -- -- -- -- -- (3,613,694)
----------- ----------- ----------- ----------- ----------- -----------
Balance at March 31, 2008 $ (190,750) $(1,162,667) $ (130,518) $ (66,473) $ -- $ 2,038,989
=========== =========== =========== =========== =========== ===========
7b
Global Resource Corporation
(A Development Stage Company)
Condensed Statement of Stockholders' Equity
At June 30, 2008
Preferred Stock Common Stock Deficit
------------------------- ------------------------- Accumulated
Par Value Par Value Additional Discount during the
Preferred $.001 Common $.001 Paid-In on Common Development
Shares $ Amount Shares $ Amount Capital Stock Stage
----------- ----------- ----------- ----------- ----------- ----------- -----------
Shares issued for cash -- -- 7,291,803 7,292 7,833,973 -- --
Preferred stock B - converted
to common (1,000) (1) 206,559 207 (206) -- --
Preferred stock A - converted
to common stock (1,791,064) (1,791) 895,532 895 896 -- --
Amortization of deferred
compensation -- -- -- -- -- -- --
Shares issued for services -- -- 4,781,338 4,781 11,229,678 -- --
Shares issued for services
& Prepaid in Equity -- -- -- -- -- -- --
Treasury Stock -- -- -- -- -- -- --
Warrants issued for services -- -- -- -- 14,795 -- --
Other comprehensive income -
net unrealized gain / (loss) -- -- -- -- -- -- --
Net loss for the period ended
June 30, 2008 -- -- -- -- -- -- (13,204,447)
----------- ----------- ----------- ----------- ----------- ----------- -----------
Balance at June 30, 2008 33,445,124 $ 33,445 46,372,288 $ 46,467 $43,632,695 $ -- $(34,237,138)
=========== =========== =========== =========== =========== =========== ===========
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8a
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Global Resource Corporation
(A Development Stage Company)
Condensed Statement of Stockholders' Equity
At June 30, 2008
Accumulated
Contra Other
Deferred Prepaid for Subscription Treasury Comprehensive
Compensation Services Receivable Stock Income/(Loss) Total
----------- ----------- ----------- ----------- ----------- -----------
Shares issued for cash -- -- -- -- -- 7,841,265
Preferred stock B - converted
to common -- -- -- -- -- (0)
Preferred stock A - converted
to common stock -- -- -- -- -- --
Amortization of deferred
compensation 27,250 -- -- -- -- 27,250
Shares issued for services -- -- -- -- -- 11,234,459
Shares issued for services
& Prepaid in Equity -- 645,375 -- -- -- 645,375
Treasury Stock -- -- -- -- -- --
Warrants issued for services -- -- -- -- -- 14,795
Other comprehensive income -
net unrealized gain / (loss) -- -- -- -- (142,312) (142,312)
Net loss for the period ended
June 30, 2008 -- -- -- -- -- (13,204,447)
----------- ----------- ----------- ----------- ----------- -----------
Balance at June 30, 2008 $ (163,500) $ (517,292) $ (130,518) $ (66,473) $ (142,312) $ 8,455,374
=========== =========== =========== =========== =========== ===========
8b
GLOBAL RESOURCE CORPORATION
(A Development Stage Company)
Condensed Statement of Cash Flows
(With Cumulative Totals Since Inception)
(Unaudited)
SIX MONTHS ENDED July 19, 2002
----------------------------- (INCEPTION)
JUNE 30, JUNE 30, TO
2008 2007 JUNE 30, 2008
------------ ------------ ------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $(16,818,141) $ (1,501,856) $(34,237,138)
------------ ------------ ------------
ADJUSTMENTS TO RECONCILE NET LOSS TO NET CASH (USED IN)
OPERATING ACTIVITIES:
Depreciation 43,323 47,877 226,365
Preferred stock issued for services -- -- 400,000
Common stock issued for services 13,194,734 26,000 20,834,034
Common stock Warrants issued for services 29,375 -- 29,375
Amortization of deferred compensation 54,500 54,500 381,750
Allowance reserve for note payable 650,000
Loss on sale of fixed asset -- 11,775
Loss on real estate -- 87,035
Common stock issued as charitable contribution 50,000
CHANGES IN ASSETS AND LIABILITIES
(Increase) in Inventory (294,980) -- (294,980)
(Increase) decrease in deposits (1,716) 100,000 68,424
(Increase) in notes receivable -- (650,000)
(Increase) in prepaid expenses (250,000) --
(Decrease) in accounts payable (33,441) (13,872) (252,118)
------------ ------------ ------------
TOTAL ADJUSTMENTS 12,991,795 (35,495) 21,541,660
------------ ------------ ------------
NET CASH USED IN OPERATING ACTIVITIES (3,826,346) (1,537,351) (12,695,478)
------------ ------------ ------------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of fixed assets (38,504) (2,733) (640,656)
Proceeds from sale of Fixed assets 34,200
Proceeds from sale of real estate -- 617,864
Purchase of Investment funds (4,045,113) -- (4,190,113)
Proceeds from sale of Investmetn funds 146,492 146,492
Investment in real estate, net -- -- (80,800)
------------ ------------ ------------
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (3,937,125) (2,733) (4,113,013)
------------ ------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock for cash 9,925,054 162,961 14,818,899
Issuance of equity securities and paid-in capital for merger and other 1,290,750 201,842 7,265,163
Liability for stock to be issued 465,210 (201,342) 464,235
(Increase) decrease in stock subscription receivable 55,175 15,000 (1,162,782)
Proceeds from Debenture financing activity 400,000
Proceeds from officer's loan 188,550
Repayment of officer's loan (120,000) -- (158,550)
Purchase of Treasury Stock (66,473) (66,473)
Proceeds from loan payable - equipment 100,133
Repayment of loan payable - vehicle (19,950) (17,987) (51,887)
Proceeds from loan payable - equipment 75,000
Repayment of loan payable - equipment (50,603)
------------ ------------ ------------
NET CASH PROVIDED BY FINANCING ACTIVITIES 11,596,239 494,001 21,421,684
------------ ------------ ------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 3,832,768 (1,046,083) 4,613,193
CASH AND CASH EQUIVALENTS
- BEGINNING OF PERIOD 780,425 1,770,002 --
------------ ------------ ------------
CASH AND CASH EQUIVALENTS
- END OF PERIOD $ 4,613,193 $ 723,919 $ 4,613,193
============ ============ ============
SUPPLEMENTAL DISCLOSURES OF
NON-CASH ACTIVITIES:
Common stock issued for services $ 13,194,734 $ 26,000 $ 20,060,576
============ ============ ============
Common stock issued for services net of prepaid contra equity account $ 1,290,750 $ 2,064,208
============ ============ ============
Total Common stock issued for services & prepaid contra equity account $ 14,485,484 $ 22,124,784
============ ============ ============
Common stock issued for land investment $ 125,800
============ ============ ============
Common stock issued as charitable contribution $ 50,000
============ ============ ============
Common stock Warrants issued for services $ 29,375 $ 29,375
============ ============ ============
9
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
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 reporting and should be read in conjunction with the
consolidated financial statements of Global Resources Corporation included
in form 10-K for the year ending December 31, 2007. 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 six months ended June 30, 2008 are not
necessarily indicative of the results that maybe expected for the year
ended December 31, 2008.
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.
The Company's business goals are as follows:
1) 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;
2) The design, manufacture and sale of machinery and equipment units,
embodying the technology;
3) 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. A prototype one ton "continuous feed" line machine is scheduled
for delivery in the third quarter 2008.
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.
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
environmental 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.
10
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
NOTE 1 - BASIS OF PRESENTATION AND NATURE OF BUSINESS AND ORGANIZATION
(CONTINUED)
The Company is currently offering three models: one which disposes of five
tons per hour, one which disposes of ten tons per hour and one which
disposes of fifteen tons per hour. The Company is soliciting orders and has
issued various proposals to prospective customers.
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 its time and
investment in bring its product to the market and the raising of capital.
The Company has not commenced any commercial operations as of June 30,
2008.
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, 2008.
The total cost of the acquisition of Mobilestream has been allocated to the
assets acquired and the liabilities assumed based on their historical cost
in accordance with SFAS 141, BUSINESS COMBINATION,(PARAGRAPHS D11 -D18),
entities under common control. The net asset and liabilities of
Mobilestream equal approximately $2.0 million. The assets consisted of
primarily cash approximately $1,678,000 and fixed assets of $149,000 offset
by liabilities of approximately $91,000. Mobilestream owned 37,500,000
shares of Carbon Recovery Corporation which was acquired by the Company
(see paragraph below), these shares were cancelled upon the acquisition of
Mobilestream by the Company.
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 by Carbon Recovery Corporation
of a convertible debenture and accrued interest in the amount of $120,682,
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.
11
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
NOTE 1 - BASIS OF PRESENTATION AND NATURE OF BUSINESS AND ORGANIZATION
(CONTINUED)
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 originally
schedule to expire on September 21, 2007, but the Board of directors of the
Company has extended the expiration date to December 31, 2008 for Class B,
Class D warrants and for Class E warrants.
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.
On December 11, 2007 the company adopted the following Amendments to the
Articles of Incorporation: 1) Reduce the authorized number of shares of
common stock which the Company may issue from 2,000,000,000 to 200,000,000
shares. 2) Increase the authorized number of preferred shares which the
Company may issue from 50,000,000 to 100,000,000. 3)Reduce the number
common shares into which share of 2006 Series of Convertible preferred
stock which is convertable into common stock, from 2 shares of common stock
to 1/2 of 1 share of common stock for each share of 2006 Convertible
Preferred stock. 4) Indemnify the Company's directors and officers to the
maximum extent permitted under the laws of the State of Nevada. 5) Limit
the liability of the Company's directors and officers to the Company, our
stockholders and creditors to the maximum extent provided under the Private
Corporations Law of the State of Nevada (the "Nevada PCL"). 6) Permit the
board of directors to declare reverse stock splits of our issued and
outstanding shares without approval of the stockholders under section
78-2055 of the Nevada PCL.
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.
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.
12
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
At June 30, 2008, the Company maintained cash and cash equivalent balances
at four financial institutions that are insured by the Federal Deposit
Insurance Corporation up to $100,000. At June 30, 2008 the Company's
uninsured cash balances total $4,280,400.
SHORT-TERM INVESTMENTS
Cash in excess of operating requirements is invested in certificates of
deposits with an original maturity of greater than three months. (See note
#15 for detail valuation)
INVESTMENTS IN MARKETABLE SECURITIES
Investments in marketable equity securities, all of which are classified as
available for sale, are carried at their market value. Investments with a
maturity date greater than three months but less than twelve months are
included in short-term investments. Investments in equity stocks and bonds
with a maturity date greater than twelve months are considered also
available for sale and are carried at their market value in Long-term
Investments on the balance sheet. The unrealized gains or losses of these
investments are recorded directly to stockholders' equity and any realized
gains or losses are recognized in income. (See note #15 for detail
valuation)
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. (see note #7
for detail)
BUSINESS COMBINATIONS
Effective December 31, 2006 the Company completed a merger with
Mobilestream Corp. and due to the transfer of assets between entities under
common control, the total cost of the acquisition of Mobilesstream has been
allocated to the assets acquired and the liabilities assumed based on their
historical costs in accordance with SFAS 141, BUSINESS COMBINATIONS,
PARAGRAPHS D11 - D18, entities under common control. 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.
STOCK-BASED COMPENSATION
Effective January 1, 2006, the Company adopted the provisions of 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. The Company
accounts for stock grants and stock options issued for services and
compensation by employees under fair value method. The Company determined
the fair market value of the options/warrants under the Black-Sholes
pricing model. Stock grants to employees are value at the fair market value
date of issuance.
For non-employee, stock grants are value at the value of service or fair
market value of the company's stock on the date of stock issuance whichever
is more readily determinable.
13
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
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)
include 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.
RECLASSIFICATIONS
Certain amounts for the quarter ended June 30, 2007 have been reclassified
in the comparative financial statements to be comparable to the
presentation for the quarter ended June 30, 2008. These reclassifications
had no effect on net loss.
EARNINGS (LOSS) PER SHARE OF COMMON STOCK
The following is a reconciliation of the computation for basic and diluted
earnings per share:
Six Months Ended
June 30,
-------------------------------
2008 2007
------------ ------------
Net loss ($16,818,141) ($ 1,501,856)
------------ ------------
Weighted-average common shares
Outstanding (Basic) 36,596,908 25,374,174
------------ ------------
Weighted-average common shares
Outstanding (Diluted) 36,596,908 25,374,174
============ ============
Weighted-average common stock Equivalents for preferred stock convertible to 1/2
for 1 of common are 15,827,030 and warrants common stock equivalents are
20,118,979. There are also common stock purchase options equivalents totaling
200,000, these warrants and options are not part of the weighted-average
outstanding common stock calculation because inclusion would have been
anti-dilutive as of June 30, 2008 and 2007.
INVENTORIES
Inventory is stated at the lower of cost or market. Cost is determined using
actual job costs per machine. Currently inventories consist of only work in
process.
ADVERTISING COSTS
The Company will expense the costs associated with advertising as they are
incurred. The Company did not incur any advertising costs for the years ended
June 30, 2008 and 2007.
RECENT ACCOUNTING PRONOUNCEMENTS
In December 2007, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 141 (revised 2007),
BUSINESS COMBINATIONS, which replaces SFAS No 141. The statement retains the
purchase method of accounting for acquisitions, but requires a number of
changes, including changes in the way assets and liabilities are recognized in
the purchase accounting. It also changes the recognition of assets acquired and
liabilities assumed arising from contingencies, requires the capitalization of
in-process research and development at fair value, and requires the expensing of
acquisition-related costs as incurred. SFAS No. 141R is effective for us
beginning January 1, 2009 and will apply prospectively to business combinations
completed on or after that date.
In December 2007, the FASB issued SFAS No. 160, NONCONTROLLING INTERESTS IN
CONSOLIDATED FINANCIAL STATEMENTS, AN AMENDMENT OF ARB 51, which changes the
accounting and reporting for minority interests. Minority interests will be
recharacterized as noncontrolling interests and will be reported as a component
of equity separate from the parent's equity, and purchases or sales of equity
14
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
interests that do not result in a change in control will be accounted for as
equity transactions. In addition, net income attributable to the noncontrolling
interest will be included in consolidated net income on the face of the income
statement and, upon a loss of control, the interest sold, as well as any
interest retained, will be recorded at fair value with any gain or loss
recognized in earnings. SFAS No. 160 is effective for us beginning January 1,
2008 and will apply prospectively, except for the presentation and disclosure
requirements, which will apply retrospectively. We are currently assessing the
potential impact that adoption of SFAS No. 160 would have on our financial
statements.
In February 2007, the FASB issued SFAS No. 159, THE FAIR VALUE OPTION FOR
FINANCIAL ASSETS AND FINANCIAL LIABILITIES. SFAS No. 159 gives us the
irrevocable option to carry many financial assets and liabilities at fair
values, with changes in fair value recognized in earnings. SFAS No. 159 is
effective for us beginning January 1, 2009, although early adoption is
permitted. We are currently assessing the potential impact that electing fair
value measurement would have on our financial statements and have not determined
what election we will make.
On January 1, 2007, the Company adopted the provisions of 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. 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. The adoption of SFAS No. 156 did not have a material
impact on the Company's financial position, results of operations, or cash
flows.
NOTE 3 - FIXED ASSETS
Fixed assets as of June 30, 2008 were as follows:
Estimated
Useful Lives
(Years) Amount
------------- --------
Testing Equipment 5 - 7 $454,013
Vehicles 5 34,425
Office & Computer Equip. 5 41,997
Leasehold improvements 3 17,820
Phone Equipment - leased 3 30,310
--------
Total $578,565
========
Less accumulated Depreciation & amortization 179,939
--------
NET FIXED ASSETS $398,626
========
There was $43,323 and $47,877 charged to operations for depreciation expense for
the six months ended June 30, 2008 and 2007, respectively.
NOTE 4 - LOAN PAYABLE - OFFICER OF THE COMPANY
On November 28, 2007 the Chief Financial Officer, Jeffery J. Andrews, loaned the
Company $150,000 at a interest rate of prime plus 2%. This loan has no stated
principal payment due date. In April 2008 the Company repaid $120,000. The
remaining balance of $30,000 is expected to be paid by year end 2008. Interest
expense will be accrued and expensed monthly until the company pays off the
loan.
15
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
NOTE 5 - 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.
2008
--------
Total Loans Payable $ 72,643
Less current maturities (42,572)
--------
Long-Term payable $ 30,071
========
The amount of principal maturities of the loans payable by years is as
follows:
2008 21,014
2009 35,416
2010 16,213
-------
$72,643
=======
16
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
NOTE 6 - INVENTORY
Inventory consists of a one ton machine currently in the work in process stage.
Modifications to the original design have been made to improve efficiencies. It
was determine that these modification made some inventory WIP obsolete, so a
charge of $303,449 was charged to R & D expense and WIP inventory was reduced in
the second quarter 2008.
June 30, 2008 June 30, 2007
------------- -------------
Work in Process $ 294,980 $ 0
NOTE 7 - 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.
At June 30, 2008 the deferred tax assets consist of the following:
2008
------------
Deferred taxes due to net operating $ 10,271,000
carryforwards
Less: Valuation Allowance (10,271,000)
------------
Net Deferred Tax asset $ --
------------
At June 30, 2008, the Company had deficits accumulated during the development
stage in the approximate amount of $34,237,138 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.
17
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
NOTE 8 - CAPITAL LEASES
In June 2006 the Company entered into a three year capital lease related to the
purchase of new phone equipment. The monthly lease payments are $1,293 per
month. As of June 30, 2008 the minimum lease payments under the capital lease
are as follows:
For the periods Ending June 30 Amount
-------
2008 $ 7,758
2009 $15,516
2010 $15,516
2011 $ 7,758
-------
$46,548
=======
NOTE 9 - 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 June 30 Amount
-------
2008 $30,000
2009 21,700
-------
$51,700
=======
NOTE 10 - ALLEVIATION OF GOING CONCERN
At December 31, 2007, the Company reported that it had incurred substantial net
losses for the years ended December 31, 2007 and 2006 and the Company had not
commenced operations to have a revenue stream to support itself. These factors
raised substantial doubt about the Company's ability to continue as a going
concern at that time.
During the six months ended June 30, 2008, the Company has raised over $9
million dollars in cash through a private placement of common stock. With this
additional capital and projected cash flow expenditures over the next twelve
months, Company's management considers the facts and circumstances which raised
substantial doubt about the Company's ability to continue as going concern to be
alleviated.
The Company currently has $4.9 million in cash & cash equivalents and short-term
investments. $3.5 million in debt securities in long-term investments (see note
#15). If the Company did not raise any additional cash as of June 30, 2008 it
would still have funds available to meet its cash operating expenses and
inventory & capital expenditures requirements. Cash operating expenses are
projected to be $1 million a quarter, a $4 million total for the twelve month
period following the date of financial statements being reported upon. Inventory
and other capital expenditures for twelve month period is projected to be $1
million, for a total cash expenditure of $5 million for the twelve month period
following the date of financial statements being reported upon.
The Company also expects to successfully demonstrate its one ton per hour
microwave reactor system by end of the fourth quarter 2008 and deliver the
machine in the fourth quarter of 2008. In 2009, the Company also expects to
generate significant positive cash flow from projected sales.
18
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
NOTE 11 - RELATED PARTY TRANSACTION
On May 17, 2007, the Company authorized the purchase of the Company stock from
Lois Pringle, officer and wife of the Company's Chief Executive officer. The
Company purchased 94,961 shares for $66,471 in cash.
NOTE 12 - STOCKHOLDERS' EQUITY
COMMON STOCK
The following details the stock transactions for the three months ended June 30,
2008:
The Company issued 7,291,803 shares of stock for $7,841,265 cash.
The Company issued 4,781,338 shares of common stock in exchange for services
rendered, valued at $11,234,459.
PREFERRED STOCK
The following details the stock transactions for the three months ended June 30,
2008:
In April 2008 all of the Preferred stock B, 1,000 shares was converted into
206,559 shares of common stock.
In June, CEO, President Frank Pringle converted 1,791,064 shares of Preferred
stock A into 895,532 shares of common stock. Preferred stock A has rights to
convert 2 shares of preferred into one share of the Company's common stock, no
other rights are attached.
WARRANTS
The Company issued an additional 7,080,904 warrants, which have an exercise
price of $2.00 and expire December 2009, in a private placement sale in the
second quarter 2008. In addition the Company issued 6,000 warrants with a
warrant price of $2.83 for services performed in first quarter, theses warrant
will expire in 5 years.
19
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
NOTE 12 - STOCKHOLDERS' EQUITY (CONTINUED)
A summary of the status of the Company's outstanding stock warrants as of June
30, 2008 is as follows:
Weighted Average
Shares Exercise Price
---------- ---------------
Outstanding at December 31, 2007 11,036,907 $ 3.51
Granted 9,082,072 $ 2.00
Exercised -- --
Forfeited / expired $ --
----------- ----------
Outstanding at June 30, 2008 20,118,979 $ 2.83
----------- ----------
Exercisable at June 30, 2008 20,118,979 $ 2.83
----------- ----------
In March 2005 the Company issued 200,000 of common stock purchase options (under
Carbon Recovery Corporation) to the CFO. They have an exercise price of $1.00
per share and will be 100% vested as of 12/31/2008. As of 06/30/2008 none had
been exercised.
20
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
NOTE 13 - COMMITMENTS AND CONTINGENCIES
On May 21, 2008 the Board of Directors approved a consulting agreement with its
President and CEO, Frank G. Pringle. Under the consulting agreement Mr. Pringle
will provide consulting services on a management and executive level to the
Company as an independent contractor, not an employee, on an as-needed basis
with respect to the business of the Company. This consulting agreement replaces
prior employment agreement and is effective as of January 1, 2008. Under this
consulting agreement Mr. Pringle is entitled to an annual fee of $378,000 for
years 2008 and 2009, and $448,000 in years 2010 and 2011. The term of the
agreement is tied to the patent property rights which Mr. Pringle owns. For
complete details of the contract see the company's form 8-K filed with the SEC
on May 21, 2008. In 2005 in addition to his base salary the Company granted Mr.
Pringle 540,000 shares of restricted common stock valued at $545,000. This
common stock vests to Mr. Pringle over a five-year period and is expensed in the
financial statements at a rate of $27,250 a quarter until December 31, 2009.
In June 2007 the Company entered into purchase agreement with Ingersol
Production Systems of Rockford, Illinois to build one 1-ton microwave reactor
system. The total purchase commitment is approximately $600,000 the microwave
reactor system is expected to be completed in fourth quarter 2008. The Company
has currently paid approximately $400,000 as of June 30, 2008, this amount is
reflected in the balance sheet as part of the Inventory - WIP and in the income
statement as R & D expense. In addition to Ingersol Production systems there are
various other suppliers with which the Company has purchase commitments with,
these purchase commitment are approximately $300,000 and the Company has paid
approximately 200,000 as of June 30, 2008, these amounts are also reflected in
the financial statements as Inventory - WIP.
In the October, 2007 the Company revived an Agreement which had previously
expired for the sale of shares of its Common Stock to Mercatus & Partners,
Limited ("Mercatus"), a private limited company organized and existing under the
laws of the United Kingdom, having an address of Via S. Roberto Bellarmino #4,
00142 Roma, Italy. The proposed transaction was for the placement of shares of
its Common Stock to a value of $2,000,000. The original agreement had expired on
March 31, 2007. Following protracted discussions, on October 16, 2007 the
Company agreed to revive the Agreement, with certain modifications, and the
parties executed an Addendum to the original Agreement. Under the revived
Agreement and Addendum, Mercatus was to have purchased shares to the total of
$2,000,000 on or before November 30, 2007. The Company had deposited 2,665,666
shares of its Common Stock in escrow, with any unpurchased balance of such
shares as of November 30th to be returned for cancellation. Mercatus failed to
make any of the installment payments as promised and did not complete any of the
purchase by November 30, 2007. The Company no longer has any confidence in
Mercatus, has advised Mercatus that the Agreement has expired and will not be
extended or further revived, and has demanded a return of the 2,665,666 shares
which were escrowed. These shares have not been included in the outstanding
shares and weighted average number of common stock share calculation. (See
Subsequent events note #15 return of stock certificates.)
On March 25, 2008 the parties amended the Letter of Intent which had been
entered into on December 17, 2007 between the Company and Warwick
Communications, Inc. ("Warwick"), previously reported. The Letter of Intent
remains non-binding and subject to final mutually agreeable documents including
the License Agreement. The major change is that Warwick is to order a 5 ton per
hour machine by May 30, 2008, subject still to the waivable condition precedent
of a successful demonstration of the pilot plant, anticipated to be held on
April 23, 2008. The total net purchase price will be $3,572,100. Payment is
divided into 4 payments: (1) an initial deposit of $1,178,793 divided into a
$10,000 refundable deposit to accompany the order and the balance of $1,168,793
due within 30 business days; (2) a second payment of $1,178,793 due within 3
months of the first payment; (3) $857,304 due upon delivery and successful
testing; and (4) a final payment of $357,210 due upon successful installation.
Subject to Warwick's meeting of the first year's order requirement, Warwick will
earn the right of first refusal for the territories of Mexico, Cuba, Venezuela,
Brazil, Morocco, Panama and Trinidad & Tobago. Payment for the license continues
to be by issuance of 2,000,000 shares of Warwick's Common Stock, together with 2
warrants; one to purchase 1,000,000 additional shares of Warwick's Common Stock
at a price of US$.50 per share and the other to purchase 750,000 shares of
Warwick's Common Stock at a price of US$1.00 per share; however, now the
issuance by Warwick of its 2,000,000 shares of Common Stock in payment for the
license will be subject to a one year hold and a mutual sign off by the Company,
Warwick and Warwick's lessee to the effect that the machine has operated
successfully for at least 90 days and that the lessee will continue its lease of
such machine. Under the license, when and if issued, Warwick will be obligated
to purchase one operational plant per year for the first five years with orders
aggregating US$25,000,000 at the end of the 5 years. (See Subsequent events note
#16 termination of Warwick agreement.)
21
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
On December 21, 2007 the Company entered into a certain Securities Purchase
agreement with Professional Offshore Opportunity Fund, Ltd. ("PROOF") pursuant
to which PROOF agreed to purchase 1,250,000 shares of the Company's common stock
together with warrants for additional 625,000 shares at an exercise price of
$1.50 per share. The Company received $1,000,000 from PROOF with the balance of
$250,000 being held in escrow, together with the 250,000 common stock shares
being purchased pending certain future events. In addition, the Company has
issued to the Escrow an additional 650,000 shares to be delivered to PROOF or
returned to the Company, depending upon those certain future events (the
"Trigger Event"). The Trigger Event occurred because the Company did not get an
effective registration statement for the Shares, Warrants and Warrant Shares by
June 30, 2008. In June PROOF authorized its option to purchase from the escrow
the 250,000 shares for $250,000. The Company also had to issue 650,000 shares
from the escrow account to PROOF which was expensed in June 2008.
Effective February 11, 2008, the Company entered into employment agreement with
Mr. Jeffrey T. Kimberly as the Company's Chief Operating officer. Mr. Kimberly
received a $100,000 signing bonus, his base salary will be $200,000 per year
which will increase to $225,000 on August 11, 2008, his sixth month anniversary
with the company. In addition to his base salary, Mr. Kimberly is eligible to
receive a yearly performance bonus to be paid in the Company's common stock
issued under the GRC 2008 Employee compensation plan, as well as a relocation
compensation package and Company medical benefits.
In May 2008, the Company entered into employment agreement with Mr. Wayne J.
Koehl as Executive Vice President. Mr. Koehl base salary will be $160,000 per
annum, increasing to $200,000 as of November 5, 2008, the contract is for five
years. He will receive a signing bonus of 100,000 shares of the Company's common
stock along with automobile allowance and fringe benefits.
NOTE 14 - DEPOSITS
The June 30, 2008 balance of Deposits, totaling $76,576, consists of a $45,000
investment in land which occurred in 2006, $29,860 deposit made in August of
2007 on a future lease for additional equipment and the balance of $1,716 lease
deposit for offices. The lease deposit for equipment is expected to be returned
to the Company in 2008.
NOTE 15 - INVESTMENTS -SHORT-TERM AND LONG-TERM
Cash in excess of operating requirements is invested in notes, bonds and equity
securities.
The following table summarizes the Company's marketable securities investments
as of June 30, 2008:
Unrealized
Fair Market gain /
Cost Value (Loss)
--------- --------- ----------
SHORT-TERM INVESTMENTS
Certificates of Deposits 288,000 287,449 (551)
========= ========= =========
LONG-TERM INVESTMENTS
Fixed-rate capital securities 125,000 124,450 (550)
Corporate Bonds 1,554,211 1,504,831 (49,281)
Preferred Stocks 1,931,411 1,839,580 (91,830)
--------- --------- ---------
TOTAL LONG-TERM INV. 3,610,622 3,468,860 (141,761)
========= ========= =========
The unrealized gains or losses of these investments total $142,312, they are
recorded directly to stockholders' equity and any realized gains or losses are
recognized in income.
22
GLOBAL RESOURCE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2008
NOTE 16 - SUBSEQUENT EVENTS
Subsequent to the balance sheet date of June 30, 2008 the following transactions
occurred:
The company issued 465,210 shares of common stock for $465,210 in cash in the
month of July, $465,210 of this cash was included as cash and stock to be issued
in the June 30th balance sheet. Also one warrant was issued for each common
stock shares, the warrants have a $2.00 exercise price and expire 18 months from
date of issuance.
On July 14, 2008 the Company cancelled the previously reported Amended Letter of
Intent which it had entered into with Warwick Communications, Inc. on December
17, 2007 and which had been amended on March 25, 2008. No definitive agreement
had been entered into and no license, as contemplated in the Letter of Intent,
was issued. Warwick's deposit of $10,000 is being returned. (See Note 13 above)
As of July 14, 2008 the Company has been delivered back the two certificates
previously held in escrow for Mercatus & Partners. (See Forms 8-K filed October
16, 2007 and December 18, 2007). The certificates received represented 888,889
shares and 1,776,777 shares of the Company's Common Stock, respectively. These
shares have been cancelled. (See Note 13 above)
23
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
GENERAL - PLAN AND RESULTS OF OPERATIONS
We have had no revenues from operations since the closing of the asset
acquisitions of Carbon Recovery Corporation in September 2006 and Mobilestream
Oil, Inc. in December 2006. There was no change in this situation during the
quarter, as we had no revenue from operations in the three months ended June 30,
2008. All revenues we received from operations prior to September 2006 were
derived from lines of business unrelated to our current activities, and in which
we no longer have any ownership interest or other participation.
We have financed our operations principally through private sales of
equity securities and convertible notes and debentures. In 2007 we raised net
proceeds of $1,168,461 through the sale of 1,519,564 shares of our common stock.
During the three months ended June 30, 2008, we raised $7,833,973 from the sale
of 7,291,803 shares of our common stock in private placements, in addition to
the $2,081,743 raised from the sale of common stock in private placements during
the three months ended on March 31, 2008. We expect to continue to raise funds
through the private sale of equity or convertible debt in our Company during the
remainder of 2008, but as yet no terms have been established for the sale of
such debt and equity and there can be no assurance we will be successful in
raising required capital.
In June 2007, we entered into a purchase agreement with a manufacturing
facility in the Midwest for the manufacture of our first GRFR model 1 ton
microwave reactor automotive shredded residual (ASR) processing machine, which
we expect to be completed by September 30, 2008. This machine is designed to
apply our microwave technology to the decomposition of tires as waste and to
retrieve usable and saleable components therefrom in the form of carbon,
electricity, and gas. We have paid $400,000 of the total $600,000 due under this
agreement. We have also entered into similar agreements with other suppliers. We
have paid approximately $200,000 of the $300,000 due under all of these
agreements as of June 30, 2008.
We have begun our marketing efforts in various industry sectors. We
have hired dedicated sales and marketing personnel including the previously
announced addition during the quarter of Executive Vice President Wayne Koehl.
We have submitted several proposals to build one or more forms of microwave
reactor ASR processing machines with varying processing speeds. We expect to
sign our first contract for a GRFR 10-ton microwave reactor ASR processing
machine by the end of the year.
We have entered into exclusive distributorship and sales representative
agreements with several companies. Each agreement is limited in the type of
equipment and process that is the subject of the exclusive arrangement,
geographical area, duration and commissions or other payment terms for sourcing
potential customers for our equipment. Under each agreement, a distributor or
other representative is paid only from the proceeds we receive from an actual
sale or lease transaction. We have seen activity during the quarter by these
companies and are hopeful that it will result in sales or leases of equipment.
We also intend to consider the development of additional machines and
equipment using our core technology in areas outside of the tire recycling
industry, but we will require the assistance of outside capital equity
investments on a large scale, or we will need to align ourselves with joint
venture or strategic alliance partners in order to have the funds available to
exploit these other potential applications. In each such arrangement we will be
required to share our revenues from sale of our products with the other party to
the arrangement. The methods, terms and amounts of these arrangements may vary
greatly for each such transaction. One such alliance is currently under
discussion, but the terms including revenue sharing and funding, have not been
finalized. In the proposal, the other company would fund research and
development of a machine for application in an area of the petroleum recovery
24
sector using our technology in return for which it will have a five year
exclusive right to market and sell the machines if the product is commercially
successful.
LIQUIDITY AND WORKING CAPITAL
As of June 30, 2008 the Company had $8,369,502 in cash and investments.
Of this amount, $4,613,193 was in cash and cash equivalents, $287,449 in
short-term investments and $3,468,860 in marketable securities characterized as
long term investments. The Company's cash and investments as of June 30, 2008 is
considered adequate to cover anticipated working capital requirements for
approximately thirty (30) months. The Company is continuously engaged in
reviewing, discussing, analyzing and negotiating various financing, sales and
license opportunities, both in the United States and in Europe.
During the three months ended June 30, 2008, we raised $7,833,973 from
the sale of 7,291,803 shares of our common stock in private placements, in
addition to the $2,081,743 raised from the sale of common stock in private
placements during the three months ended on March 31, 2008. We expect to
continue to raise funds through the private sale of convertible equity or debt
in our Company during the remainder of 2008, but as yet no terms have been
established for the sale of such debt and equity and there can be no assurance
we will be successful in raising required capital.
We estimate that we can satisfy our current operational cash
requirements and will not have to raise additional funds during the next thirty
(30) months. Our assessment of our cash needs, however, is based on assumptions
concerning the rate of our cash expenses, the technological and engineering
challenges in the development of our products, the projected development times,
the equipment construction and testing trials required along with their
projected timetable, the demand for our product and the costs of product sales,
and the receipt of orders for our products. Our actual operations may be
affected by increases in our operating expenses, increases in our payroll and
staff related matters, technological or engineering difficulties, deviation from
the timetables for experimentation and testing trials, unexpected regulatory
problems, delays in receipt and acceptance of orders for our machines, low
demand for our products or the effects of competition.
We also intend to consider the development of additional machines and
equipment using our core technology in areas outside of the tire recycling
industry, but we will require the assistance of outside capital equity
investments on a large scale, or we will need to align ourselves with joint
venture or strategic alliance partners in order to have the funds available to
exploit these other potential applications.
CAPITAL RESOURCES
We have commitments of approximately $300,000 for future purchases of equipment.
ITEM 4. CONTROLS AND PROCEDURES.
The Company maintains disclosure controls and procedures designed to
ensure that information required to be disclosed in reports filed under the
Securities and Exchange Act of 1934, as amended, is recorded, processed,
summarized, and reported within the specified time periods.
The Company's management, with the participation of its Chief Executive
Officer and its Chief Financial Officer, evaluated the effectiveness of the
Company's disclosure controls and procedures (as defined in the Securities
25
Exchange Act of 1934 Rules 13a-15(e)) as of June 30, 2008. Based on that
evaluation, the Company's Chief Executive Officer and Chief Financial Officer
concluded that, as of that date, the Company's disclosure controls and
procedures required by paragraph (b) of Exchange Act Rules 13a-15 or 15d-15,
were effective at the reasonable assurance level.
As discussed in the Company's prior year annual report on Form 10-KSB
for the year ended December 31, 2007 management's assessment identified a
material weakness relating to lack of adequate segregation of duties.
The Public Company Accounting Oversight Board has defined material
weakness as a "significant deficiency or combination of significant deficiencies
that results in more than a reasonable possibility that a material misstatement
of the annual or interim financial statements will not be prevented or
detected".
There were no changes in our internal control over financial reporting
during the quarter ended June 30, 2008 that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting except for the previously mentioned continuing lack of segregation of
duties, in that we only had one person performing all accounting-related on-site
duties. Because of the thin staffing levels of relevant personnel, however,
certain deficiencies which could be cured by separation of duties cannot be
cured, but only monitored as a weakness. In 2007, the Company added three new
independent members to the Board of Directors. During the quarter, the Board
formed an audit committee which should help to enhance and strengthen controls.
Notwithstanding the existence of material weakness in our internal
controls over financial reporting, our management, including our Chief Executive
Officer and Chief Financial Officer, believe 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.
ITEM 4(T) CONTROLS AND PROCEDURES.
The information and the report provided in Item 4(T) of the Company's Quarterly
Report on Form 10-Q for the period ending March 31, 2008, filed on May 5, 2008,
is hereby incorporated by reference and there are no material changes to the
information provided on that filing.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
None.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
On June 30, 2008, the Company issued 650,000 shares of common stock of the
Company to an equity fund pursuant to a securities purchase agreement in payment
for $1,358,500. The issuance of the shares was considered exempt pursuant to
Section 4(2) of the Securities Act of 1933 as amended.
All other information with respect to sales of all equity securities of the
Company during the second quarter that were not registered under the Securities
Act of 1933 has been previously filed on Forms 8-K.
26
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
At the Company's Annual Meeting of Stockholders held on May 21, 2008,
the stockholders of the Company elected four directors of the Company, approved
an Employee's Incentive Stock Option Program, and ratified the appointment of
Bagell, Josephs, Levine & Company, LLC as the independent auditors of the
Company for the fiscal year ended December 31, 2008. The descriptions of each of
these proposals provided in the Company's Definitive Proxy Statement on Schedule
14A filed on April 23, 2008 is incorporated herein by reference.
Mr. Frank G. Pringle, Mr. Jeffrey J. Andrews, Mr. Frederick A. Clark,
Ms. Kim Thorne O'Brien and Mr. Jonathan L. Simon were elected to serve as
directors at the meeting. The voting results were as listed below:
------------------- ----------------- --------------- -----------------
NAME VOTES IN FAVOR VOTES AGAINST VOTES WITHHELD
------------------- ----------------- --------------- -----------------
Frank G. Pringle 97,865,511 104,682 67,579
Jeffrey J. Andrews 97,973,883 94,845 140,045
Frederick A. Clark 97,789,274 93,431 146,068
Kim Thorne O'Brien 97,791,770 78,049 158,253
Jonathan L. Simon 97,775,538 89,255 163,979
------------------- ----------------- --------------- -----------------
The shareholders voted 93,872,343 shares for, 154,841 shares against,
41,954 shares withheld for the adoption of the Employee's Incentive Stock Option
Program. The shareholders voted 97,864,392 shares for, 68,097 shares against,
96,283 shares withheld for the ratification of the appointment of Bagell,
Josephs, Levine & Company, LLC as the independent auditors of the Company for
the fiscal year ended December 31, 2008.
ITEM 6. EXHIBITS.
31.1 Certification of Chief Executive Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
31.2 Certification of Chief Financial Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
32.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002
32.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002
27
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: August 8, 2008