|There is another interesting coincidence here. Corporate Communications Network, headed by Stephen Kerr, purchased 23.5 million shares of stock in Global Diversified in February, 2003, in an insider transaction for $23,500. Both Kerr and his company come up in the list of Form 144 insider transactions of USGA’s stock. Over 630,000 shares were registered for sale by Kerr and Corporate Communications Network in the fourth quarter of 2003. |
Corporate Communications Network and Stephen Kerr would make interesting research subjects.
GLOBAL DIVERSIFIED ACQUISITION CORP filed this 10QSB on 11/13/2003.
Item 2 Management's Discussion and Analysis or Plan of Operation.
The Company commenced operations in May 1999, initially focusing on
providing direct access software developed by others to retail clients to effect
securities transactions online. In November 1999, the Company transitioned to
become an application service provider (ASP) of its proprietary platform,
GlobalDAT (TM). Through its Sutton Online, Inc. ("Sutton") subsidiary, the
Company provided until July 2002, individuals, broker-dealers, and other
financial institutions with direct access to global markets via stock exchanges,
market participants, and electronic communication networks (ECNs) through a
seamless and simple Internet interface.
The Company offered two principal software solutions: SONIC 2000 (TM),
a third party US direct access trading platform, and GlobalDAT(TM) (Global
Direct Access Trading), a proprietary global direct access trading. The Company
offered these products in the role of an ASP, allowing business-to-business
(B2B) clients to outsource much of their transaction infrastructure on a
cost-effective basis, maximizing clients "hard" and "soft" dollar return on
investment. The Company's wholly owned subsidiary, Sutton Data Services, s.r.o.
("SDS") was the Company's Prague based software developer that created and
maintained the GlobalDAT (TM) platform and was further engaged in providing
specialized custom solutions for B2B clients.
The Company's revenues historically were comprised of transaction fees,
data fees and software licensing fees that were primarily derived from domestic
and international brokerage firms, banks and financial institutions. The Company
had also entered into interconnectivity agreements, introducing broker dealer
agreements, and technical support agreements. All of such agreements were for an
initial period of one year, with automatic renewal of one additional year.
Transaction fees and technical support fees were billed to the customer on a
monthly basis based on volume.
Under various service agreements, the Company provided technology
support services, including systems administration, internal network support,
and support and procurement for clearance and settlement services. In addition,
certain clients of the Company provided online access to their customers through
use of the Company's electronic trading platform for which the Company received
In July 2002, due to a lack of resources, the Company's wholly, SDS,
filed for bankruptcy protection and Sutton terminated all of its operations and
employees. In addition, the company began depleting its cash reserves and
liquidating its assets in order to satisfy its liabilities.
In February, 2003, the Company sold 23,500,000 shares of its common
stock, representing approximately 49% of the Company's total issued and
outstanding common stock after giving effect to such sale, to Corporate
Communications Network, Inc., a non-affiliated party owned by Stephen Kerr, for
an aggregate consideration of $23,500 pursuant to Rule 506 of Regulation D
promulgated under the Securities Act of 1933, as amended. Also in February,
2003, the Company sold all of the issued and outstanding common stock of its
subsidiary, Sutton Online, Inc., to Link Investment Holdings Inc. Limited, a
non-affiliated party, for an aggregate consideration of $2,500. The Company has
used the proceeds of these transactions to satisfy certain of its past
obligations, as well as to fund its current expenses that consist primarily of
professional fees associated with being a reporting issuer under the Securities
Exchange Act of 1934, as amended (the "Exchange Act").
On April 23, the Company changed its corporate name to Global
Diversified Acquisition Corp. to reflect that the Company has no operations and,
as more fully described below, its principal activity is to seek a business
combination with one or more as yet unidentified privately held businesses.
On April 24, 2003, the Company effected a reverse split of its
outstanding common stock such that each 400 shares of its common stock, par
value $.001 per share, outstanding on such date were deemed to be one share of
its common stock, par value $.001 per share. Unless otherwise indicated, all
share and per share data included hereinafter gives effect to such reverse stock
split as well as the 100 for one reverse stock split effected on February 13,