10QSB 1 qsb10.htm OMB APPROVAL

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB

(Mark One)

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2002

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from [ ] to [ ]

Commission file number  000-26347

SE Global Equities Corp.

(Exact name of small business issuer as specified in its charter)

Minnesota

(State or other jurisdiction of incorporation or organisation)

41-0985135

(I.R.S. Employer Identification No.)

Suite 1200, 777 West Broadway

Vancouver, British Columbia, Canada V5Z 4J7

(Address of principal executive offices)

604.871.9909

(Issuer's telephone number)

(Former name, former address and former fiscal year, if changed since last report)

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING 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:

14,782,018 common shares outstanding as of November 13, 2002

Transitional Small Business Disclosure Format (Check one):      Yes [ ]     No [X]

Part I- FINANCIAL INFORMATION

Item 1. Financial Statements.

The Company's financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles.

DISCLOSURE

To: The Shareholders of

SE Global Equities Corp.

It is the opinion of management that the interim financial statements for the quarter ended September 30, 2002 include all adjustments necessary in order to ensure that the financial statements are not misleading.

 

Vancouver, British Columbia

Date: November 14, 2002

/s/ Toby Chu

Toby Chu, President

SE Global Equities Corp.

SE GLOBAL EQUITIES CORP.

(a development stage company)

INTERIM CONSOLIDATED Financial Statements

SEPTEMBER 30, 2002

(Unaudited)

CONSOLIDATED BALANCE SHEETS

INTERIM CONSOLIDATED Statements of Operations

INTERIM CONSOLIDATED Statements of Cash Flows

Notes to INTERIM CONSOLIDATED Financial Statements

F-1

SE GLOBAL EQUITIES CORP.

(a development stage company)

CONSOLIDATED BALANCE SHEETS

 

September 30,

2002

December 31, 2001

 

(Unaudited)

 

ASSETS

CURRENT

 

 

Cash and short-term investments

$ 49,559 

$ 161,349 

Accounts receivable

85,909 

102,914 

Restricted cash (Note 5)

109,509 

195,846 

Prepaid expenses

9,920 

 

254,897 

460,109 

FIXED ASSETS (Note 4)

9,813 

31,892 

DUE FROM RELATED PARTIES (Note 7)

32,339 

51,689 

CLEARING BROKER DEPOSIT

36,980 

36,980 

 

 

 

 

$ 334,029 

$ 580,670 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

CURRENT

 

 

Accounts payable

$ 243,901 

$ 162,552 

Current portion of lease obligation

70,446 

104,199 

 

 

 

 

314,347 

266,751 

 

 

 

LEASE OBLIGATION (Note 5)

43,333 

DUE TO RELATED COMPANY (Note 7)

632,437 

683,710 

 

 

 

 

946,784 

993,794 

 

 

 

STOCKHOLDERS' EQUITY (DEFICIENCY)

 

 

Capital stock (Note 6)

 

 

Authorized:

 

 

45,000,000 common shares with $0.01par value

 

 

Issued and outstanding: 14,735,962 (2001 - 14,464,962) shares

147,359 

144,649 

Additional paid-in capital

4,284,287 

4,442,777 

Common share subscriptions

67,500 

Deficit accumulated during development stage

(5,044,401)

(5,068,050)

 

 

 

 

(612,755)

(413,124)

 

 

 

 

$ 334,029 

$ 580,670 

 

 

 

NATURE OF OPERATIONS (Note 1)

The accompanying notes are an integral part of these interim consolidated financial statements

F-2

 

SE GLOBAL EQUITIES CORP.

(a development stage company)

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

 

Three Months ended

 

Nine Months ended

October 13, 1999 (inception) to

 

September 30,

2002

September 30,

2001

September 30, 2002

September 30, 2001

September 30, 2002

 

 

 

 

 

(Note 1)

REVENUES

 

 

 

 

 

Brokerage commissions and fees

$ 696,645 

$ 197,458 

$ 1,720,852 

$ 197,458 

$ 2,381,065 

Direct costs

332,758 

101,387 

839,277 

101,387 

1,153,723 

 

 

 

 

 

 

 

363,887 

96,071 

881,575 

96,071 

1,227,342 

 

 

 

 

 

 

EXPENSES

 

 

 

 

 

Depreciation

7,360 

34,855 

22,079 

104,566 

261,806 

Consulting

192,154 

349,305 

1,414,228 

General and administrative

362,991 

623,384 

837,738 

1,286,784 

3,717,030 

Website development costs

73,783 

202,427 

897,398 

 

 

 

 

 

 

 

370,351 

924,176 

859,817 

1,943,082 

6,290,462 

 

 

 

 

 

 

INCOME (LOSS)

BEFORE THE FOLLOWING:

(6,464)

(828,105)

21,758 

(1,847,011)

(5,063,120)

 

 

 

 

 

 

OTHER INCOME (EXPENSE)

 

 

 

 

 

Interest income

1,421 

4,166 

10,458 

34,389 

116,935 

Interest on leases

(1,703)

(3,317)

(8,567)

(17,137)

(44,672)

Loss on disposal of assets

(53,544)

 

 

 

 

 

 

NET INCOME (LOSS)

FOR THE PERIOD

$ (6,746)

$ (827,256)

$ 23,649

$ (1,829,759)

$ (5,044,401)

 

 

 

 

 

 

BASIC NET EARNINGS (LOSS)

PER SHARE

$ (0.00)

$ (0.06)

$ 0.00

$ (0.13)

 

 

 

 

 

 

 

WEIGHTED AVERAGE COMMON

 

 

 

 

 

SHARES OUTSTANDING

14,735,962

14,381,327

14,675,409

13,969,004

 

 

 

 

 

 

 

The accompanying notes are an integral part of these interim consolidated financial statements

F-3

SE GLOBAL EQUITIES CORP.

(a development stage company)

INTERIM CONSOLIDATED Statements of cash flows

(Unaudited)

 

 

Nine Months ended

October 13, 1999 (inception) to

 

September 30, 2002

September 30, 2001

September 30, 2002

(Note 1)

Cash flows from operating activities

Net income (loss) for the period

$ 23,649 

$ (1,829,759)

$ (5,044,401)

Adjustments to reconcile net income (loss) to net cash

used in operating activities

- depreciation

22,079 

104,566 

261,806 

- loss on disposal of assets

53,544 

- accrued interest

8,901 

12,188 

- non-cash general and administrative expenses

20,900 

29,739 

- stock-based compensation expense (recovery)

(300,800)

455,800 

- accounts receivable

17,005 

(9,981)

(16,177)

- prepaid expenses

(9,920)

19,207 

22,806 

- accounts payable

81,349 

128,660 

277,200 

CASH USED IN OPERATING ACTIVITIES

(166,638)

(1,557,506)

(3,947,495)

Cash flows from investing activities

- acquisition of fixed assets

(103,086)

- net cash acquired on acquisition of GAI (Note 3)

32,135 

32,135 

- cash acquired on reverse merger (Note 3)

100 

100 

CASH FLOWS FROM (USED IN) investing activities

32,235 

(70,851)

Cash flows from financing activities

- restricted cash

86,337 

65,782 

(121,697)

- lease obligation repayments

(77,086)

(69,200)

(223,248)

- advances from (to) related parties

(31,923)

361,678 

1,804,143 

- proceeds from issue of common shares

77,520 

123,121 

- share subscriptions received

2,485,586 

CASH FLOWS FROM FINANCING ACTIVITIES

54,848 

358,260 

4,067,905 

Increase (Decrease) in cash

(111,790)

(1,167,011)

49,559 

and cash equivalents

Cash and cash equivalents,

beginning of period

161,349 

1,447,545 

CASH AND CASH EQUIVALENTS, END OF PERIOD

$ 49,559 

$ 280,534 

$ 49,559 

Significant non-cash activities:

Refer to Notes 3 and 6.

The accompanying notes are an integral part of these interim consolidated financial statements

F-4

SE GLOBAL EQUITIES CORP.

(a development stage company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2002

(Unaudited)

NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Effective February 21, 2001, Future Technologies, Inc. ("FTUT" or "the Company") issued 12,873,944 shares of restricted common stock to the shareholders of SE Global Equities, Inc. ("SEG Cayman"), a Cayman Islands corporation, in exchange for all of the issued and outstanding shares of SEG Cayman. In connection with this transaction, the Company changed its name to SE Global Equities Corp. ("SEG Equities") effective April 20, 2001. Prior to this transaction, SEG Cayman was a majority owned subsidiary of Capital Alliance Group Inc. ("CAG"), a publicly traded British Columbia corporation listed on the TSX Venture Exchange.

The acquisition has been accounted for as a reverse merger with SEG Cayman being treated as the accounting parent and SEG Equities, the legal parent, being treated as the accounting subsidiary. Accordingly, the consolidated results of operations of the Company include those of SEG Cayman for all periods shown and those of the Company since the date of the reverse merger. The results of SEG Cayman include those of its wholly-owned subsidiary, SE Global Equities Company Limited ("SEGHK") a company incorporated October 13, 1999 under the laws of Hong Kong as a wholly-owned subsidiary of CAG and subsequently acquired from CAG by SEG Cayman effective January 29, 2001. This transaction did not result in a change in control of SEGHK and therefore the consolidated results of SEG Cayman are deemed to be a continuation of those of SEGHK. SEG Cayman is a development stage company with an effective date of inception of October 13, 1999.

The Company is developing its business to become a global provider of a financial and direct-access trading platform for international investors. The Company is building an international network of brokerage firms through marketing alliances to provide investors the ability to trade on stock exchanges outside their home country. To assist in this undertaking, effective August 1, 2001, the Company acquired Global-American Investments, Inc. ("GAI"), a United States registered broker-dealer operating in California.

The consolidated financial statements have been prepared on the basis of a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has incurred substantial losses since inception and further losses are anticipated before the Company reaches a commercial stage raising substantial doubt as to the Company's ability to continue as a going concern. The Company's continued operations are dependent on the successful implementation of its business plan, its ability to obtain additional financing as needed, and ultimately to attain profitable operations.

Unaudited Interim Financial Statements

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB of Regulation S-B. They may not include all information and footnotes required by generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there have been no material changes in the information disclosed in the notes to the financial statements for the year ended December 31, 2001 included in the Company's Annual Report on Form 10-KSB filed with the Securities and Exchange Commission. The unaudited interim consolidated financial statements should be read in conjunction with those financial statements included in the Form 10-KSB. In the opinion of management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the n ine months ended September 30, 2002 are not necessarily indicative of the results that may be expected for the year ending December 31, 2002.

 

F-5

SE GLOBAL EQUITIES CORP.

(a development stage company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2002

(Unaudited)

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

The accompanying consolidated financial statements are presented in United States dollars and are prepared in accordance with accounting principles generally accepted in the United States.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and it's wholly owned subsidiaries, which include SE Global Capital, Inc. (originally incorporated as SE Global Direct, Inc.), a company incorporated on May 11, 2001 in the State of California, SEG Cayman and SEGHK as described in Note 1, and GAI as described in Note 3. The Company also has two subsidiaries, SE Global Communications (Hong Kong) Limited and SE Global Investment Company Limited, which are inactive and have no assets, liabilities or operations. All significant intercompany balances and transactions have been eliminated on consolidation.

Use of estimates

The preparation of financial statements in conformity with generally accepted accounting principles 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 revenue and expenses for the periods that the financial statements are prepared. Actual amounts could differ from these estimates.

Cash and cash equivalents

Cash and cash equivalents consists of cash on deposit and highly liquid short-term interest bearing securities with maturities at the date of purchase of three months or less.

Fixed assets

Fixed assets are recorded at cost. Depreciation is computed at the following rates over the estimated useful lives of the assets:

Computer equipment

36 months straight-line

Office equipment

 

36 months straight-line

Website Development Costs

The Company accounts for website development costs in accordance with EITF 00-02 whereby preliminary website development costs are expensed as incurred. Upon achieving technical and financial viability and ensuring adequate resources to complete development, the Company capitalizes all direct costs relating to the website development. Ongoing costs for maintenance and enhancement are expensed as incurred. Capitalized costs will be amortized on a straight-line basis over five years commencing upon substantial completion and commercialization of the website. To date the Company has not capitalized any web site development costs.

Net Earnings (Loss) per Common Share

Basic net earnings (loss) per shares include no dilution and is computed by dividing earnings (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net earnings (loss) per share reflects the potential dilution of securities that could share in the earnings (loss) of the Company. The accompanying presentation is only of basic net earnings (loss) per share as the potentially dilutive factors are anti-dilutive to basic net earnings (loss) per share.

 

F-6

SE GLOBAL EQUITIES CORP.

(a development stage company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2002

(Unaudited)

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)

Comprehensive income

Comprehensive income is defined as the change in equity from transactions, events and circumstances, other than those resulting from investments by owners and distributions to owners. Comprehensive income to date consists only of the unrealized gains and losses resulting from translation of the foreign currency financial statements of certain of the Company's subsidiaries. As at September 30, 2002 all such gains and losses have been realized.

Foreign currency transactions

To date, the Company's primary source of funding has been subscription proceeds received in United States ("US") dollars. Expenditures to date have been in US, Canadian and Hong Kong dollars and future revenues are expected to be in US dollars. Accordingly the Company's functional currency is US dollars and as such, the financial statements are presented in US dollars. In accordance with Statement of Financial Accounting Standards No. 52, "Foreign Currency Translation", foreign denominated monetary assets and liabilities are translated to their US dollar equivalents using foreign exchange rates that prevailed at the balance sheet date. Revenue and expenses are translated at average rates of exchange during the year. Related translation adjustments are reported as a separate component of stockholders' equity, whereas gains or losses resulting from foreign currency transactions are included in results of operations.

Income taxes

The Company follows the liability method of accounting for income taxes. Under this method, future tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax balances. Future tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled. The effect on future tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment. A valuation allowance is provided for deferred tax assets if it is more likely than not that the Company will not realize the future benefit, or if the future deductibility is uncertain.

Stock-based compensation

The Company accounts for stock-based employee compensation arrangements in accordance with the provisions of Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees", ("APB No. 25") and complies with the disclosure provisions of Statement of Financial Accounting Standard No. 123 "Accounting for Stock-Based Compensation" ("SFAS No. 123"). Under APB No. 25, compensation expense is recognized based on the difference, if any, on the date of grant between the estimated fair value of the Company's stock and the amount an employee must pay to acquire the stock. Compensation expense is recognized immediately for past services and pro-rata for future services over the option-vesting period.

The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with SFAS No. 123 and the conclusions reached by the Emerging Issues Task Force in Issue No. 96-18, "Accounting for Equity Instruments That Are Issued to Other Than Employees for Acquiring or in Conjunction with Selling Goods or Services" ("EITF 96-18"). Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earlier of a performance commitment or completion of performance by the provider of goods or services as defined by EITF 96-18.

 

F-7

SE GLOBAL EQUITIES CORP.

(a development stage company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2002

(Unaudited)

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)

The Company has also adopted the provisions of the Financial Accounting Standards Board Interpretation No.44, Accounting for Certain Transactions Involving Stock Compensation - An Interpretation of APB Opinion No. 25 ("FIN 44"), which provides guidance as to certain applications of APB 25. FIN 44 is generally effective July 1, 2000 with the exception of certain events occurring after December 15, 1998.

Recent accounting pronouncements

In July 2001, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 141 ("SFAS 141"), "Business Combinations", which eliminates the pooling method of accounting for business combinations initiated after June 30, 2001. In addition, SFAS 141 addresses the accounting for intangible assets and goodwill acquired in a business combination. This portion of SFAS 141 is effective for business combinations completed after June 30, 2001. The adoption of SFAS 141 has not had a material impact on the Company's financial position or results of operations.

In July 2001, the FASB issued Statement of Financial Accounting Standards No. 142 ("SFAS 142"), "Goodwill and Intangible Assets", which revises the accounting for purchased goodwill and intangible assets. Under SFAS 142, goodwill and intangible assets with indefinite lives will no longer be amortized and will be tested for impairment annually. SFAS 142 is effective for fiscal years beginning after December 15, 2001, with earlier adoption permitted. The adoption of SFAS 142 has not had a material impact on the Company's financial position or results of operations.

NOTE 3 - ACQUISITIONS

Future Technologies, Inc.

Effective February 21, 2001, SEG Equities (formerly FTUT) acquired 100% of the issued and outstanding shares of SEG Cayman in exchange for 12,873,944 shares of restricted common stock of SEG Equities. As a result of this transaction as at February 21, 2001, the former shareholders of SEG Cayman owned 89.6% of the 14,371,029 total issued and outstanding shares of SEG Equities, of which CAG owned 84.0%.

This acquisition has been accounted for as a recapitalization using accounting principles applicable to reverse acquisitions with SEG Cayman being treated as the accounting parent (acquirer) and SEG Equities being treated as the accounting subsidiary (acquiree). The value assigned to the capital stock of consolidated SEG Equities on acquisition of SEG Cayman is equal to the book value of the capital stock of SEG Cayman plus the book value of the net assets of SEG Equities as at the date of the acquisition.

The book value of SEG Equities' capital stock subsequent to the acquisition is calculated and allocated as follows:

SEG Cayman capital stock

$ 3,764,226

SEG Equities net assets

100

 

 

 

$ 3,764,326

 

 

Capital stock

$ 143,710

Additional paid-in capital

3,620,616

 

 

 

$ 3,764,326

F-8

SE GLOBAL EQUITIES CORP.

(a development stage company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2002

(Unaudited)

NOTE 3 - ACQUISITIONS (cont'd)

These consolidated financial statements include the results of operations of SEG Cayman since October 13, 1999 (inception) and the results of operations of SEG Equities (formerly FTUT) since the date of the reverse merger on February 21, 2001. For the period from October 13, 1999 (inception) to February 21, 2001 the weighted average number of common shares outstanding is deemed to be 12,873,944 being the number of shares issued by SEG Equities in connection with the acquisition of SEG Cayman.

Global-American Investments, Inc.

By agreement dated May 25, 2001 and effective August 1, 2001, the Company acquired 100% of the issued and outstanding shares of Global-American Investments, Inc. ("GAI"), an Arizona corporation, which is a registered broker-dealer based in California, for consideration of $38,500. GAI is a member firm of the National Association of Securities Dealers ("NASD") and the Securities Investors Protection Corporation. The business combination has been accounted for using the purchase method of accounting. The purchase price has been allocated as follows:

Assets and liabilities acquired at fair value:

 

Cash in bank

$ 70,635 

Clearing deposits

36,980 

Accounts receivable

69,732 

Prepaid expenses

23,886 

Accounts payable

(20,639)

Intercompany advances

(142,094)

 

 

Purchase price

$ 38,500 

 

NOTE 4 - FIXED ASSETS

 

September 30, 2002

December 31, 2001

 

 

 

Computer equipment

$ 65,398 

$ 65,398 

Office equipment

22,919 

22,919 

 

 

 

 

88,317 

88,317 

Less: accumulated depreciation

(78,504)

(56,425)

 

 

 

 

$ 9,813 

$ 31,892 

As at September 30, 2002, computer equipment includes $65,398 of equipment held under capital lease. Accumulated depreciation of leased equipment at September 30, 2002 is $58,131.

 

 

F-9

SE GLOBAL EQUITIES CORP.

(a development stage company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2002

(Unaudited)

NOTE 5 - CAPITAL LEASE OBLIGATION

SEGHK entered into a Master Lease Agreement with GE Capital (Hong Kong) Limited dated June 30, 2000. Under the terms of the agreement, GE Capital agreed to finance the acquisition of computer equipment and software for $293,694. As security for the lease agreement GE Capital required that the Company deposit $300,000 with GE Capital, which renews every three months and earns interest at approximately 5% per annum. These funds will remain on deposit until the expiration of the lease, June 1, 2003. Commencing in 2001, the balance of funds on deposit has been drawn down to make the monthly lease payments leaving $109,509 on deposit at September 30, 2002. As of September 30, 2002, future minimum annual lease payments relating to assets held under capital leases, together with their present value are as follows:

Total minimum lease payments

$ 73,231 

Amount representing interest

(2,785)

 

 

Present value of minimum lease payments

$ 70,446 

NOTE 6 - CAPITAL STOCK

During the period ended September 30, 2002, changes in share capital were as follows:

 

 

Number

Amount

Additional Paid-in Capital

Common Share Subscriptions

Total

 

 

 

 

 

 

Balance December 31, 2001

14,464,962

$ 144,649

$ 4,442,777  

$ 67,500

$ 4,654,926

 

 

 

 

 

 

Issued on exercise of options

at $0.57 per share

136,000

1,360

76,160  

-

77,520

Issued for cash at $0.50 per share

135,000

1,350

66,150  

(67,500)

Stock based compensation recovery

-

-

(300,800)

 

(300,800)

 

 

 

 

 

 

Balance, September 30, 2002

14,735,962

$ 147,359

$ 4,284,287  

$ - 

$ 4,431,646

February 2001 Stock Option Plan

Effective February 22, 2001, the Company adopted a Non-Qualifying Stock Option Plan (the "Plan") allowing for the awarding of options to acquire shares of the Company's common stock. These options were available to be awarded to employees, officers and directors of the Company. The maximum number of shares issuable under this plan was not to exceed 20% of the issued and outstanding shares of the Company's common stock. The Board of Directors determined the exercise price and term of the options at such time as the options were awarded. Options awarded under this plan vest to the holder as follows: 30% six months following the award date, 40% twelve months following the award date and 30% eighteen months following the award date.

Effective February 22, 2001, the Company awarded a total of 1,275,000 options under the Plan to certain employees, officers and directors of the Company and certain of its subsidiaries. These options were exercisable for a period of 5 years from the award date at an exercise price of $2.00 per share and were subject to the vesting conditions as described above. During 2001, 335,000 of these options were cancelled, leaving 940,000 options outstanding. Effective October 10, 2001 the Company cancelled all options outstanding under this plan, cancelled this plan and adopted a new stock option plan (see below).

F-10

SE GLOBAL EQUITIES CORP.

(a development stage company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2002

(Unaudited)

NOTE 6 - CAPITAL STOCK (cont'd)

The Company accounts for stock-based employee compensation arrangements in accordance with the provisions of APB No. 25 and complies with the disclosure provisions of SFAS No. 123. In accordance with SFAS No. 123 the Company applies the fair value method using the Black-Scholes option-pricing model in accounting for options granted to consultants.

No compensation expense was recorded in connection with the options granted under the Plan in accordance with the provisions of APB No. 25 as the exercise price of the options awarded approximated the market price of the Company's common shares as at the date of the award.

October 2001 Stock Option Plan

Effective October 10, 2001, the Company adopted The 2001 Stock Option Plan (the "2001 Plan") allowing for the awarding of options to acquire shares of the Company's common stock. The 2001 Plan allows for Non-qualified Stock Options to be awarded to employees, officers, directors and consultants of the Company and for Incentive Stock Options to be awarded to employees of the Company. The maximum number of options issuable under the 2001 Plan cannot exceed 2,500,000 of which a maximum of 700,000 can be Incentive options. The incentive options must be granted at a minimum of market value of the Company's common stock and for a term not to exceed 5 years. Unless otherwise determined, the incentive options will vest to the holder as follows: 30% six months following the award date, 40% twelve months following the award date and 30% eighteen months following the award date. The non-qualified options vest immediately, must be granted at a minimum of 85% of the market value of the Company's co mmon stock and for a term not to exceed 10 years.

Effective October 10, 2001 the Company awarded a total of 2,150,000 non-qualified options at a price of $0.57 under the 2001 Plan to certain employees, officers, directors and consultants of the Company and certain of its subsidiaries. Of these options, 940,000 are deemed to be a modification of options granted under the original Plan and as such are subject to variable accounting in accordance with the provisions of FIN 44.

Of these options, 1,530,000 were granted to employees, officers and directors at less than market value of the Company's common stock with a total intrinsic value, being the excess of the quoted market price of the common stock over the exercise price at the date the options are granted, of $153,000 which was recorded in 2001. In addition, 940,000 of these options are subject to variable accounting in accordance with FIN 44 resulting in additional compensation expense as at December 31, 2001 of $206,800. Effective September 30, 2002, a compensation recovery of $300,800 has been recorded to reflect a decline in the market value of the Company's common stock as it relates to the options requiring variable accounting. The remaining 620,000 options were granted to consultants and have been accounted for as required by SFAS No. 123 by applying the fair value method using the Black-Scholes option pricing model assuming a dividend yield of 0%, a risk-free interest rate of 5%, expected option life of five years and an expected volatility of 174%, resulting in additional compensation expense of $396,800 which was recorded in 2001.

 

F-11

SE GLOBAL EQUITIES CORP.

(a development stage company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2002

(Unaudited)

NOTE 6 - CAPITAL STOCK (cont'd)

The following table summarizes the Company's stock option activity:

 

 

 

Number of Options

Weighted Average Exercise Price

Weighted Average Remaining Contractual Life

 

 

 

 

Granted, February 22, 2001

1,275,000 

$ 2.00

5.00 years

Cancelled

(335,000)

2.00

 

 

 

 

 

 

940,000 

2.00

4.39 years

Cancelled

(940,000)

2.00

 

Granted, October 10, 2001

2,150,000 

0.57

 

Exercised

(80,000)

0.57

 

 

 

 

 

Balance, December 31, 2001

2,070,000 

0.57

4.78 years

Exercised

(136,000)

0.57

 

 

 

 

 

Balance, September 30, 2002

1,934,000

$ 0.57

4.03 years

 

NOTE 7 - RELATED PARTY TRANSACTIONS

As at September 30, 2002, $43,000 in management fees, accrued in prior periods, remains unpaid to a director.

During the period the Company received $19,350 that had been advanced to an Officer and Director. The balance of $32,339 receivable from related parties is non-interest bearing and has no specific terms of repayment.

During the period the Company repaid advances of $51,273 to CAG, the controlling shareholder of the Company. As at September 30, 2002 $632,437 is due to CAG and is presently non-interest bearing and has no specific terms of repayment.

During the period the Company incurred management and consulting fees to Directors of the Company and Directors of certain of the Company's subsidiaries in the amount of $109,989.

 

NOTE 8 - INCOME TAXES

The Company and its subsidiaries have combined tax losses of approximately $4,600,000, which may be available to reduce future year's taxable income, that result in deferred tax assets. Management believes that the realization of the benefits from these deferred tax assets appears uncertain due to the Company's limited operating history and continuing losses. Accordingly a full deferred tax asset valuation allowance has 0been provided and no deferred tax asset benefit has been recorded. No tax provision has been recorded in the current period, as there is a permanent difference between the Company's accounting and taxable income resulting in a taxable loss for the period.

 

F-12

SE GLOBAL EQUITIES CORP.

(a development stage company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2002

(Unaudited)

NOTE 9 - FINANCIAL INSTRUMENTS

Interest rate risk exposure

The Company has limited exposure to any fluctuation in interest rates.

Foreign exchange risk

The Company is subject to foreign exchange risk for transactions denominated in foreign currencies. Foreign currency risk arises from the fluctuation of foreign exchange rates and the degree of volatility of these rates relative to the United States dollar. The Company does not actively manage this risk.

Concentration of credit risk

Financial instruments, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and cash equivalents and trade accounts receivable. The Company limits its exposure to credit loss by placing its cash and cash equivalents on deposit with high credit quality financial institutions. Receivables arising from sales to customers are generally not significant individually and are not collateralised; as a result, management continually monitors the financial condition of its customers to reduce the risk of loss.

Fair values of financial instruments

The Company's financial instruments include cash and cash equivalents, accounts receivable, prepaid expenses, accounts payable and capital lease obligations. The fair values of these financial instruments approximate their carrying values. The fair value of the Company's capital leases are estimated based on market value of financial instruments with similar terms. Management believes that the fair value of the debt approximates its carrying value.

 

F-13

Item 2. Management's Discussion and Analysis

FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors" as disclosed in our annual report on Form 10-KSB, filed with the Securities and Exchange Commission on April 1, 2002, that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by thes e forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report.

As used in this quarterly report, the terms "we", "us", "our", and "SE Global" mean SE Global Equities Corp. and our subsidiaries, unless otherwise indicated. All dollar amounts refer to US dollars unless otherwise indicated.

GENERAL

SE Global is a provider of direct access trading software and financial resources for international investors. We have offices in Diamond Bar, California, Vancouver, British Columbia and Hong Kong. Our subsidiary, Global-American Investments, Inc., maintains a separate office in Dana Point, California. We are provide our customers with access to our global alliance network of 30 brokerage firms, 24 hours a day, covering 29 stock exchanges spanning five continents.

We provide direct access trading software, SE Global TradeTM and SEG LiteTM, and market data through a formal licensing and worldwide distribution agreement with Direct Access Financial Corporation ("Direct Access"). We pay a licensing fee to license the direct access trading software. The original term of the license was for one year commencing on March 9, 2001, subject to our right to renew the agreement for two successive one-year terms. We have exercised our option to renew the agreement for the current one-year term.

Users of the SE Global Trade and SEG Lite software open trading accounts directly with our subsidiary, Global-American Investments, Inc., which is a U.S. registered broker-dealer, or through any one of SE Global's alliance brokers. Those users of the software who choose to open accounts with Global-American Investments, Inc. or any of our alliance brokers are provided with direct access to the relevant broker. Unlike traditional web-based online brokers, direct access trading software enables the users to bypass middlemen and route trades directly to electronic communication networks (ECNs) and exchanges. SE Global Trade and SEG Lite route orders through channels that directly match buyers and sellers - unlike some web-based trading platforms which utilize local broker dealers who may sell orders to third parties, thereby potentially compromising both purchase price and speed of execution. Benefits of our direct access trading software include: swift trade execution and trade confirmation, and increased currency of available pricing information as a result of improved trade execution.

In late September 2001, we launched a sophisticated data provider labeled Global Data TerminalTM ("GDT"). GDT is a low cost and efficient tool that enables investors to monitor securities on the Nasdaq, NYSE, AMEX, OPRA and CME exchanges in addition to ECNs in real time on their desktops.

The target market for GDT includes a broad range of individual investors, high net worth clients, proprietary traders, financial advisors, securities dealers and asset mangers located in North America and abroad. In particular, we believe we have positioned GDT to meet the market information needs of overseas clients who require a data platform with sophisticated charting and tracking features, which is moderately priced. GDT provides an extensive range of live Level II quotes from multiple U.S. stock and derivative exchanges, comprehensive fundamental and technical analysis tools, portfolio management, price alerts and time and sales data. GDT subscribers may access SE Global Trade, without its trading capabilities, for a fixed monthly fee. Those GDT subscribers wishing to upgrade to the full direct access trading capabilities of SE Global Trade may do so by paying additional activation fees.

Substantially all of our revenues have consisted of brokerage commissions generated by Global American Investments, Inc. since its acquisition effective August 1, 2001. During the nine months ended September 30, 2002, we also generated modest revenues in the form of subscriptions and activation fees in the amount of $14,358.

SE Global is not a securities dealer in its own right and has not sought such registration. Our customers are required to open trading accounts with the appropriate alliance brokers, who screen applicants for new trading accounts, and who provide trade execution and support services, in compliance with local regulatory requirements. All orders for U.S. securities placed through our SE Global Trade or SEG Lite branded software are processed through Global-American Investments, Inc.

Trades effected through Global-American Investments, Inc. are cleared by Computer Clearing Services, Inc. All U.S. registered broker dealers are required to become members of the Securities Investor Protection Corporation. This membership provides for $500,000 in coverage per customer (with a $100,000 cash limit).

Not all securities, products or services described are available in all countries, and nothing herein is an offer or solicitation of securities products and services in any jurisdiction where their offer or sale is not qualified or exempt from registration.

We are still in our infancy as a viable commercial entity, and consequently our focus has been on the identification of market needs, the development of products and services to meet these needs, and the branding of our company and our products.

FORMATION AND REORGANIZATION

We were formed in Minnesota on June 20, 1972 under the name "Land Corporation of America, Inc." We changed our name to "Future Homes, Inc." on November 30, 1977, and then to "Future Technologies, Inc." on February 8, 1999. We have carried on business under our present name, "SE Global Equities Corp." since April 20, 2001.

On February 21, 2001, we acquired all of the issued and outstanding shares of SE Global Equities, Inc. ("SE Global (Private)"), a Cayman Islands corporation, by a share exchange reorganization pursuant to which we issued 12,873,944 shares of our common stock to the stockholders of SE Global (Private). Immediately after the share exchange, the stockholders of SE Global (Private) controlled approximately 89.6% of our issued and outstanding common stock; Capital Alliance Group, Inc., received 12,073,578 shares of the 12,873,944 shares issued pursuant to the reorganization, which represented 84% of the issued and outstanding shares of our common stock immediately following the transaction. This represented a change of control of our company. Accordingly, the reorganization was treated as a reverse merger for accounting purposes, and we adopted the fiscal year of the "accounting parent", SE Global (Private), of December 31. In addition, our financial statements are presented as a continuation o f SE Global (Private).

As a result of the share exchange reorganization involving SE Global (Private), we now carry on business primarily through our wholly-owned subsidiaries SE Global (Private), SE Global Capital, Inc. (formerly SE Global Direct, Inc.) and Global-American Investments, Inc. Capital Alliance Group, Inc. continues to hold approximately 82% of the issued and outstanding shares of our common stock.

OVERVIEW

The following comparisons of our financial results for the three- and nine month periods ended September 30, 2002 and September 30, 2001 should be considered in light of the following:

  • we had no significant source of revenue prior to our acquisition of our subsidiary, Global-American Investments, Inc., effective August 1, 2001; and
  • since August 1, 2001, substantially all of our consolidated revenues have been comprised of commission income generated by Global-American Investments, Inc.

RESULTS OF OPERATIONS

THREE MONTHS ENDED SEPTEMBER 30, 2002 AND SEPTEMBER 30, 2001

Net Loss for the Period

We have incurred net operating losses since inception. Our net loss for the three month period ended September 30, 2002 was $6,746 compared to a net loss of $827,256 for the three month period September 30, 2001. As at September 30, 2002, we had an accumulated deficit of $5,044,401. Revenues up to September 30, 2002 were insufficient to meet our ongoing operational expenses, but we anticipate that our revenues will increase to the point where they will be sufficient to satisfy our operational expenses in the foreseeable future.

Revenues

We began offering online direct access trading services in February 2001, but did not realize any revenues from operations until after we acquired Global-American Investments, Inc. effective August 1, 2001. In particular, we did not realize any significant revenues from SE Global Trade, SEG Lite and GDT and we do not expect to earn any significant revenues from these products in the foreseeable future. Revenues for the quarter ended September 30, 2002 were $696,645 as compared to $197,458 for the quarter ended September 30, 2001. To date, substantially all of our revenues have been comprised of commission income generated by our subsidiary, Global-American Investments, Inc. Our direct costs, consisting of trade clearing charges and quotation costs, were $332,758 for the quarter ended September 30, 2002, compared to $101,387 for the quarter ended September 30, 2001.

Prior to our acquisition of Global-American Investments, Inc. effective August 1, 2001, Global-American Investments, Inc.'s revenue grew at an average rate of 5% per month from May 2001 to July 2001. Following our acquisition of Global-American Investments, Inc., we embarked on a marketing campaign targeted at active direct stock traders. We have experienced increased revenue at an average rate of 8% per month since then. However, we believe that increased trading volume will allow us to negotiate lower trade clearing charges, thereby lowering our operational expenses. In addition, our costs for clearing transactions effected through the use of our SE Global Trade software has declined since the launching of the software in April 2001. We anticipate that Global-American Investments, Inc.'s generated cash flow from operations will contribute to our overall cash operating needs.

Our ability to achieve profitability in the future will depend upon our ability to expand our brand awareness and customer base, increase our global market presence and enhance and maintain our proprietary technology. In order to achieve these goals, we will need to increase spending on marketing, technology, product development and other operating costs. These circumstances raise substantial doubt about our ability to continue as a going concern as described in an explanatory paragraph to our independent auditor's opinion on the December 31, 2001 and 2000 consolidated financial statements (for additional details, see "Risk Factors - We have a limited operating history which makes predicting our future operating results difficult and uncertain" in our annual report on Form 10-KSB, filed with the Securities and Exchange Commission on April 1, 2002.)

General and Administrative Expenses

General and administrative expenses during the three month period ended September 30, 2002 totalled $362,991. In comparison, general and administrative expenses for the three month period ended September 30, 2001 was $623,384.

General and administrative costs consisted primarily of our general corporate expenses, such as salaries and benefits, rent, professional fees, insurance and marketing. As we have continued to focus on branding of our company and our products (see "Marketing and Advertising" below for additional details), our biggest categories of general and administrative expenses were: (a) salaries and benefits of $141,774 as compared to $170,050 for the quarter ended September 30, 2001; (b) marketing expenses of $158,166 as compared to $93,763 for the quarter ended September 30, 2001; and (c) professional fees (consisting primarily of legal and accounting fees) of $19,028 as compared to $118,475 for the quarter ended September 30, 2001.

Included in general and administrative costs for the quarter ended September 30, 2001 were legal and accounting fees amounting in the aggregate to approximately $88,000 incurred in connection with the acquisition of Global-American Investments, Inc. The services provided by our professional advisors included due diligence and regulatory compliance filings outside the ordinary course.

Management is focusing on streamlining operations and trimming costs. We expect that general and administrative expenses will not increase appreciably on a quarter-by-quarter basis over the next twelve months, unless we identify and complete one or more strategic acquisitions of complementing businesses during that period. Any business that we identify as a potential candidate for a strategic acquisition will require significant due diligence investigation, which could potentially give rise to significant legal and accounting fees (including transaction documentation costs and regulatory filings) and other general and administrative expenses, even if management ultimately determines that it is not in the best interests of our company to proceed with the transaction.

Marketing and Advertising

As indicated above, marketing and advertising expenses during the three month period ended September 30, 2002 totalled $158,166 as compared to $93,763 for the three month period ended September 30, 2001.

The international active stock-trader segment is the key market segment that we have been focusing upon. In particular, our company's marketing strategy is and continues to be to market SE Global Trade, SEG Lite and GDT through the following channels:

- a global network of brokerage firms with whom we have strategic marketing alliances,

- joint venture and business-to-business alliances with websites and financial services providers,

- international agent representatives, and

- direct marketing to users through the Internet, print and multimedia.

All orders for U.S. securities placed through our SE Global Trade or SEG Lite branded software are processed through Global-American Investments, Inc. Accordingly, we expect that our success in marketing SE Global Trade and SEG Lite, which cannot be assured, will have a positive impact on our revenues from Global-American Investments, Inc.'s brokerage activities.

We are currently concentrating our marketing resources on our relationships with brokerage firms within our international network. Through our company's business development team, marketing efforts will be dedicated to generating agreements with these brokerage firms who will be encouraged to direct clients to SE Global Trade, SEG Lite and GDT. As this network grows, we anticipate that the brokerage firms will continue to be responsible for the majority of direct marketing costs.

Additionally, we plan to continue to pursue and develop targeted marketing efforts through Internet marketing, targeted advertising, sponsorships, co-branding, trade shows, corporate videos, public relations and the development of collateral marketing materials. Together, these marketing elements are intended to attract software users, build market awareness, educate the investing public and develop brand name recognition.

While marketing and user acquisition costs are minimized through leveraging the brand recognition and reputation of our global network of brokerage firms, we will incur marketing costs through business development and direct marketing efforts. The cost of these marketing efforts over the 12 months ending September 30, 2003 is anticipated to be $450,000.

Research And Development

Over the past two fiscal years, we have spent approximately $897,398 on research and development activities, comprised primarily of website development costs. As more fully explained in note 2 to the interim financial statements included in this quarterly report, we account for website development costs in accordance with EITF 00-02, with the result that our preliminary website development costs are expensed as incurred. To date, we have not capitalised any of our website development costs as they do not meet the general criteria for capitalisation.

During the three months ended September 30, 2001, we incurred $73,783 in website development costs. Since our websites are now operational, we did not incur any additional website development costs during the quarter ended September 30, 2002. We do not anticipate incurring any significant expenditures on research and development for the 12 months ending September 30, 2003.

NINE MONTHS ENDED SEPTEMBER 30, 2002 AND SEPTEMBER 30, 2001

Net Income (Loss) for the Period

Our net income for the nine month period ended September 30, 2002 was $23,649, compared to a net loss of $1,829,759 for the nine month period September 30, 2001.

Revenues

Revenues for the nine months ended September 30, 2002 were $1,720,852 as compared to $197,458 for the nine months ended September 30, 2001. As indicated above, substantially all of our revenues have been comprised of commission income generated by our subsidiary, Global-American Investments, Inc., which we did not effectively acquire until August 1, 2001. Our direct costs, consisting of trade clearing charges and quotation costs, were $839,277 for the nine months ended September 30, 2002, compared to $101,387 for the nine months ended September 30, 2001.

General and Administrative Expenses

General and administrative expenses during the nine month period ended September 30, 2002 totalled $837,738 after giving effect to stock-based compensation expense recovery as described below. In comparison, general and administrative expenses for the nine month period ended September 30, 2001 were $1,286,784.

General and administrative costs consisted primarily of our general corporate expenses, such as salaries and benefits, rent, professional fees, insurance and marketing. As was the case in the three month periods ended September 30, 2002 and September 30, 2001, our largest categories of general and administrative expenses were: (a) salaries and benefits of $371,568 as compared to $347,823 for the nine month period ended September 30, 2001; (b) marketing expenses of $413,574 as compared to $206,767 for the nine month period ended September 30, 2001; and (c) professional fees (consisting of primarily of legal and accounting fees) of $75,076 as compared to $161,364 for the nine month period ended September 30, 2001.

Stock-Based Compensation Expense Recovery

We realized a non-cash stock compensation expense recovery of $300,800 for the nine month period ended September 30, 2002. This non-cash stock-based compensation expense recovery was a result of SE Global's stock options that were subject to Variable Accounting as a reflection of the decreased market value of SE Global's share price during the quarter ended March 31, 2002. In contrast, we did not realize any non-cash stock compensation expense recovery for the nine month period ended September 30, 2001.

Marketing and Advertising

Marketing and advertising expenses during the nine month period ended September 30, 2002 totalled $413,574 as compared to $206,767 for the nine month period ended September 30, 2001.

Research And Development

We incurred no website development costs during the nine months ended September 30, 2002, compared to $202,427 in website development costs during the nine months ended September 30, 2001.

EMPLOYEES

We currently have 14 employees. Of the 14 employees, one is the Chief Executive Officer, one is the Chief Financial Officer, two are in business development and marketing, one is in market research, one is in investor relations, three are in corporate administration, three are in operations, one is in compliance, and one is in technical support. We may add employees and independent consultants if we are successful in completing one or more strategic acquisitions of complementing businesses over the next 12 months.

LIQUIDITY AND CAPITAL RESOURCES

As at September 30, 2002, we had $196,048 of cash on hand (comprised of $49,559 in unrestricted cash, a $36,980 clearing deposit and $109,509 in restricted cash). In comparison, as at September 30, 2001 we had cash on hand of $551,732 (comprised of $280,534 in unrestricted cash, a $36, 980 clearing deposit and $234,218 in restricted cash). The unrestricted cash is available for general working capital purposes while the clearing deposit is held by the trade clearing house, and the restricted cash constitutes a deposit held by a leasing company for leased equipment.

We currently expend, before depreciation and amortization, approximately $121,000 per month to operate our business. Areas of significant expenditure include marketing and advertising, salaries and benefits, consulting fees, and news and data feeds.

During the 12 month period ending September 30, 2003, we plan to meet additional cash requirements through the sale of our equity securities, proceeds received from the exercise of outstanding options, continued financing from our majority shareholder, Capital Alliance Group Inc., and, if available on satisfactory terms, debt financing.

We plan to use any additional funds that we might be successful in raising for marketing and advertising of SE Global Trade, SEG Lite and GDT, as well as for strategic acquisition of existing businesses that complement our market niche, and general working capital purposes.

We plan to raise debt and/or equity capital on a private placement basis to finance the operating and capital requirements of our company, assuming that we are able to do so on acceptable terms. If we are able to raise $2 million during the 12 month period ending September 30, 2003 - which cannot be assured, having regard to factors outside our control such as market conditions - we anticipate that this will provide sufficient funds for corporate overhead, more strategic acquisitions to build our company internationally, and the expansion of our business development and marketing programs. If we are unsuccessful in raising the full $2 million in financing, we intend to seek debt and/or equity financing in smaller amounts on an as needed basis.

If we are unsuccessful in raising any of the planned debt or equity financing, our ability to seek and consummate strategic acquisitions to build our company internationally, and to expand of our business development and marketing programs will be adversely effected. However, we expect that we will have sufficient funds to meet our corporate overhead and ongoing operational expenses during the next 12 months assuming that revenues in our wholly-owned subsidiary, Global-American Investments Inc., continue to grow at the rate of 5% to 8% per month with the addition of new accounts, and assuming that we successfully control our ongoing costs. These assumptions are subject to a number of risks and uncertainties which are discussed under "Risk Factors" in our annual report on Form 10-KSB, filed with the Securities and Exchange Commission on April 1, 2002. Such risks and uncertainties include continued market acceptance of our products and services, our ability to manage growth, our reliance on our alliance brokers and other third parties, the risks and uncertainties associated with our industry, and the overall success of our company and its subsidiaries in general.

PURCHASE OR SALE OF EQUIPMENT

We do not anticipate any significant purchase or sale of equipment for the 12 months. However, we may acquire computer and other miscellaneous equipment in connection with one or more strategic acquisitions of complementing businesses, if any, that we are successful in completing over the next 12 months.

Item 3. Controls and Procedures

As required by Rule 13a-15 under the Exchange Act, within the 90 days prior to the filing date of this report, the Company carried out an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures. This evaluation was carried out under the supervision and with the participation of the Company's management, including the Company's President and Chief Executive Officer along with the Company's Chief Financial Officer. Based upon that evaluation, the Company's President and Chief Executive Officer along with the Company's Chief Financial Officer concluded that the Company's disclosure controls and procedures are effective. There have been no significant changes in the Company's internal controls or in other factors, which could significantly affect internal controls subsequent to the date the Company carried out its evaluation.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in Company reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in Company reports filed under the Exchange Act is accumulated and communicated to management, including the Company's Chief Executive Officer and Chief Financial Officer as appropriate, to allow timely decisions regarding required disclosure.

FACTORS THAT MAY AFFECT THE COMPANY'S FUTURE RESULTS

An investment in our common stock involves a number of very significant risks. In addition to the information in this quarterly report, you should carefully consider the risks and uncertainties set forth under the heading "Risk Factors" in our annual report on Form 10-KSB, filed with United States Securities and Exchange Commission on April 1, 2002, in evaluating our Company and our business before purchasing shares of common stock. Our business, operating results and financial condition could be seriously harmed due to any such risks. The trading price of the shares of our common stock could decline and you could lose all or part of your investment.

Part II - OTHER INFORMATION

Item 1. Legal Proceedings.

We know of no material, active or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceedings or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

Item 2. Changes in Securities.

Recent Sales of Unregistered Securities.

On July 8, 2002, we issued a total of 135,000 shares of common stock to two European investors pursuant to an exemption from registration provided by Regulation S under the Securities Act of 1933. These shares form part of the 135,000 units which were authorized for issuance pursuant to Regulation S by directors' consent resolutions dated as of January 10, 2002. Such private placement of units was previously reported in our Company's quarterly report on Form 10-QSB for the three month period ended March 31, 2002, filed with the Securities and Exchange Commission on May 20, 2002. Each unit was issued at a price of $0.50 and consists of one common share and one common share purchase warrant. Each warrant is exercisable at a price of $0.75 for a period of one year. Gross proceeds of the placement were $67,500. The treasury order directing the issuance of the underlying shares was not lodged with our Company's transfer agent until July, 2002.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Submission of Matters to a Vote of Security Holders.

None.

Item 5. Other Information.

None.

Item 6. Exhibits and Reports on Form 8-K.

Reports of Form 8-K

On August 19, 2002, we filed a current Form 8-K announcing the filing of our Form 10-QSB Quarterly Report for the period ended June 30, 2002 with the United States Securities and Exchange Commission. In connection with the new legislation that requires our Chief Executive Officer and Chief Financial Officer to certify periodic reports that contain financial statements, we have attached as exhibit 99.1 to the Form 8-K Current Report the Certification of the Chief Executive Officer and the Chief Financial Officer.

Consolidated Financial Statements Filed as a Part of the Quarterly Report

Our consolidated financial statements include:

Balance Sheets

Statements of Changes in Stockholders' Equity

Statement of Operations

Statements of Cash Flows

Notes to the Financial Statements

Exhibits Required by Item 601 of Regulation S-B

(3) Articles of Incorporation and By-laws

3.1 Articles of Incorporation as Amended (incorporated by reference from our Form 10-SB Registration Statement, filed June 14, 1999)

3.2 Bylaws (incorporated by reference from our Form 10-SB Registration Statement, filed June 14, 1999)

3.3 Certificate of Amendment to Articles of Incorporation, dated April 11, 2000 (incorporated by reference from our annual report on Form 10-KSB for the year ended December 31, 2001, filed April 1, 2002)

(10) Material Contracts

None.

(21) Subsidiaries

21.1 SE Global Equities Inc.

21.2 SE Global Equities Company Limited

21.3 SE Global Communications (Hong Kong) Limited

21.4 SE Global Investment Company Limited

21.5 SE Global Capital, Inc. (formerly SE Global Direct, Inc.)

21.6 Global-American Investments, Inc.

 

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.

SE GLOBAL EQUITIES CORP.

By:

/s/ Toby Chu

Toby Chu, President and CEO/Director

Date: November 14, 2002

By:

/s/ Tim Leong

Tim Leong, Chief Financial Officer

Date: November 14, 2002

CERTIFICATION PURSUANT TO

18 U.S.C. ss.1350, AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Toby Chu, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of SE Global Equities Corp.;

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date: November 14, 2002

/s/ Toby Chu

Toby Chu

President and Chief Executive Officer

CERTIFICATION PURSUANT TO

18 U.S.C. ss.1350, AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Tim Leong, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of SE Global Equities Corp.;

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date: November 14, 2002

/s/ Tim Leong

Tim Leong

Chief Financial Officer