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 APRIL 30, 2002.
[_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from _________ to ________
COMMISSION FILE NUMBER: 0-31229
GSI TECHNOLOGIES USA INC.
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(Exact name of small business issuer as specified in its charter)
Delaware 65-0902449
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2001 McGill College Avenue, Suite 1310, Montreal, Quebec H3A 1G1 Canada
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(Address of principal executive offices)
(514) 940-5262
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(Issuer's Telephone Number, including Area Code)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the past 12 months (or
for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.
[X] Yes [ ] No [ ]
As of March 15th, 2002, there were 25,802,134 shares of the issuer's $.001
par value common stock issued and outstanding
Transitional Business Disclosure Format (Check one): Yes [ ] No [X]
INDEX TO FORM 10-QSB
--------------------
For the Quarter Ended APRIL 30, 2002
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PAGE
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Balance Sheet as of January 31st, 2002 3
Statement of Operations for the Three
Months ended January 31st , 2002 and 2001 4
Statements of Cash Flows for Three Months
Ended January 31st, 2002 and 2001 5
Notes to Financial Statements for the 6 - 7
three Months Ended January 31st, 2002.
Item 2. Management's Discussion and Analysis 8 - 13
PART II. OTHER INFORMATION 14
Item 1. Legal Proceedings 14
Item 2. Changes in Securities 14
Item 3. Defaults Upon Senior Securities 14
Item 4. Submission of Matters to a Vote of Security Holders 14
Item 5. Other Information 15
Item 6. Exhibits and Reports on Form 8-K 15
2
PART I - FINANCIAL INFORMATION
Item 1. Financial statements
----------------------------
GSI TECHNOLOGIES USA, INC.
BALANCE SHEET
AT APRIL 30, 2002
(UNAUDITED)
ASSETS
------
Current Assets
Receivables, net (principally related party) 1 624 163
------------
Total current assets 1 624 163
Property and equipment, net 34 088
Intangible assets, net 236 089
Other assets 19 908
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TOTAL ASSETS 1 914 247
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LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities
Accounts payable 857 032
Notes Payable 76 392
Other current liabilities 116 821
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Total current liabilities 1 050 246
Stockholder's Equity
Common Stock, class A, $1.00 par value; authorized -
5,000,000 shares; issued and outstanding none
Common Stock, class B, $.001 par value; authorized 25 802
55,000,000 shares; issued and outstanding - 25,802,134
Paid in Capital 5 243 740
Deficit accumulated during the development stage (4 405 928)
Accumulated other comprehensive income 388
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Total Shareholder's Equity 864 001
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY $ 1 914 247
============
Read the accompanying summary of significant accounting notes to
financial statements, which are an integral part of this financial statement
3
GSI TECHNOLOGIES USA, INC.
STATEMENT OF OPERATIONS
FOR THE THREE AND SIX MONTHS ENDED APRIL 30, 2002 AND 2001
(UNAUDITED)
Three months Six months
ended April 30, ended April 30,
-------------------------- --------------------------
2002 2001 2002 2001
------------ ------------ ------------ ------------
Revenues $ - $ 126 043 $ 23 750 $ 132 293
Cost of Sales - 60 343 10 634 64 093
------------ ------------ ------------ ------------
Gross Profit - 65 700 13 116 68 200
Operating Expenses:
Marketing 16 051 41 143 24 412 69 838
Management and administrative fees 1 534 239 733 1 534 472 223
Salaries and related costs - 61 982 38 996 108 794
Rent 13 703 9 853 51 426 24 636
Financing expense - 10 000 - 10 000
Professional fees 2 457 10 255 9 029 21 751
Consulting - -
Depreciation 973 2 600 1 947 3 900
Amortization 23 845 23 879 47 691 47 688
Travel - 29 001 - 37 761
Other selling, general and administrative 17 737 54 404 45 841 92 985
------------ ------------ ------------ ------------
Total operating expenses 76 300 482 850 220 875 889 576
Loss before other income (expense) (76 300) (417 150) (207 759) (821 376)
Other income (expense):
Interest income (principally related party) 105 756 194 462
Interest expense (principally related party) (4 417) (106 566) (8 759) (193 349)
Foreign exchange gain/(loss) (24 529) - (15 960) -
Equity in net earnings (loss) of affiliates - 42 550 - 219 408
------------ ------------ ------------ ------------
Total other income (expense) (28 946) 41 740 (24 719) 220 521
------------ ------------ ------------ ------------
Net Loss (105 246) (375 410) (232 479) (600 856)
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Basic weighted average common shares outstanding 20 788 768 20 595 223 20 689 767 20 595 223
============ ============ ============ ============
Basic Loss per common share $ (0,01) $ (0,02) $ (0,01) $ (0,03)
============ ============ ============ ============
Read the accompanying summary of significant accounting notes to
financial statements, which are an integral part of this financial statement
4
GSI TECHNOLOGIES USA, INC.
STATEMENT OF CASH FLOWS
FOR THE THREE AND SIX MONTHS ENDED APRIL 30, 2002 AND 2001
(UNAUDITED)
For the six months
ended April 30,
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2002 2001
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss) $(232 479) $ (600 856)
Adjustments to reconcile net income (loss) to net cash
used in operating activities:
Depreciation and amortization 49 638 51 588
Issuance of stock for contract settlement 38 996 5 000
Accrued Interest Expense 8 759 193 349
Accrued Interest Income (194 462)
Equity in net earnings (loss) of affiliates (219 048)
Changes in Operating assets and liabilities:
Receivables and other assets (4 871) (134 472)
Accounts Payable and Accrued Liabilities 133 939 189 630
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Net cash provided by/(used in) operating activities (6 019) (709 271)
CASH FLOWS FROM INVESTING ACTIVITIES:
Net cash provided by/(used in) investing activities
Loan Receivable, principally related parties - (655 743)
Purchase of property and equipment - (459)
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Net cash provided by/(used in) investing activities - (656 202)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from:
Notes payable, principally related parties - 50 000
Short term borrowings - 1 103 617
Sales of common stock - 225 000
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Net cash provided by/(used in) financing activities - 1 378 617
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Effect of exchange rate changes on cash and cash eqivalents - -
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Net increase (decrease) in cash and cash equivalents (6 019) 13 144
Cash and cash equivalents, beginning of period 6 019 4 404
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Cash and cash equivalents, end of period $ - $ 17 548
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SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES:
None
Read the accompanying summary of significant accounting notes to financial
statements, which are an integral part of this financial statement
5
GSI TECHNOLOGIES USA, INC.
(A COMPANY IN THE DEVELOPMENT STAGE)
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
(Unaudited)
APRIL 30, 2002
NOTE 1 -BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements of GSI
Technologies USA, Inc. have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Form 10-QSB and Article 10 of Regulation S-X. The financial
statements reflect all adjustments consisting of normal recurring adjustments
which, in the opinion of management, are necessary for a fair presentation of
the results for the periods shown. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements.
These financial statements should be read in conjunction with the audited
financial statements and footnotes thereto included in GSI Technologies USA,
Inc.'s 10K-SB as filed with the Securities and Exchange Commission.
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 that effect the reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those estimates.
The accompanying financial statements reflect GSI Technologies USA, Inc. is
no longer considered to be in the development stage. From inception (July 06,
1998) through October 31, 2001, The Company was considered to be in the
development stage.
NOTE 2 - REVENUE RECOGNITION
Revenue from sales of display units are recorded at the time the units are
delivered. Revenues from sub-
licensing the master licensing agreement are recognized over the term of
the sub-licensing agreement.
In December 1999, the Securities and Exchange Commission ("SEC") issued
Staff Accounting Bulletin No. 101 ("SAB 101"), "Revenue Recognition," which
provides guidance on the recognition, presentation and disclosure of revenue in
financial statements filed with the SEC. SAB 101 outlines the basic criteria
that must be met to recognize revenue and provide guidance for disclosures
related to revenue recognition policies. Management believes that GSI
Technologies USA, Inc.'s revenue recognition practices are in conformity with
the guidelines of SAB 101.
6
NOTE 3 - NET EARNINGS (LOSS) PER SHARE
Earnings (Loss) per common share are calculated under the provisions of
SFAS No. 128, "Earnings per Share," which establishes standards for computing
and presenting earnings per share. SFAS No. 128 requires the Company to report
both basic earnings (loss) per share, which is based on the weighted-average
number of common shares outstanding during the period, and diluted earnings
(loss) per share, which is based on the weighted-average number of common shares
outstanding plus all potential dilutive common shares outstanding. Options and
warrants are not considered in calculating diluted earnings (loss) per share
since considering such items would have an anti-dilutive effect.
NOTE 4 - GOING CONCERN
The accompanying financial statements have been prepared assuming the
Company will continue as a going concern. The Company reported a net loss of
$232,479 for the six months ended April 30, 2002 (unaudited). Continuation of
the Company as a going concern is dependent upon obtaining sufficient
working capital for its planned activity. Management of the Company has
developed a strategy, which it believes will accomplish this objective
through financing, which will enable the Company to operate for the coming year.
NOTE 5 - STOCKHOLDER'S EQUITY
During the three month period ending January 31, 2002, the Company issued
900,000 shares of common stock class B to settle liabilities in the amount of
$87,625. The Company also issued 600,000 shares to the President of the Company
to settle unpaid salaries for the period.
7
Item 2. Management's discussion and analysis
---------------------------------------------
Forward looking statements.
This report contains forward-looking statements that are based on the
Company's beliefs as well as assumptions made by and information currently
available to the Company. When used in this report, the words "believe,"
"expect," "anticipate," "estimate," and similar expressions are intended to
identify forward-looking statements. Such statements are subject to certain
risks, uncertainties and assumptions, including without limitation, the overall
strength of the national securities markets, the Company's present financial
condition and the risks and uncertainties concerning the availability of
additional capital as and when required, technological changes, increased
competition, and general economic conditions. Should one or more of these risks
or uncertainties materialize, or should underlying assumptions prove incorrect,
actual results may vary materially from those anticipated, estimated, or
projected. The Company cautions potential investors not to place undue reliance
on any such forward-looking statements, all of which speak only as of the date
made.
Overview
GSI Technologies USA ( GSI USA) specializes in offering broadcasting
solutions principally for out home advertising, such as electronic billboards,
interactive advertising kiosks and any type of animated electronic screens with
full video capabilities. GSI USA's software enable user to transmit pin point
animated information contact as well as receive full motion video, graphics and
audio files. GSI's software and concept allows advertisers to reach more
consumer on a daily bases and permits to measure impact of their ads by
interacting with consumer.
CSI USA is holder of a worldwide license on technologies. GSI has accomplished
all market tests indoor and outdoor and has proved to offer worlds best
technologies for advertising applications.
Results from operations
6 months ending January 31, 2002 and 2001
During GSI's first and second quarter from November 1, 2001 to April 30 2002,
GSI USA incurred a loss of $232,479 or $.01 per share versus a loss of $600,856
or .03 per share in the same period in 2001.
Revenues
$23,750 in revenue was recognized during the six month period, versus
$132,293 for the same period in the prior year. This is related to sub-licensing
agreements realized over the respective terms.
Cost of revenues and direct operating costs
According to the master license agreement with GSI Canada, GSI USA owns 60%
of the price of any sub-license it sells to a new licensee. This amount is
payable to GSI Canada by the end of the calendar quarter in which the
sub-license is granted its sub-license. GSI USA has incurred $10,634 in direct
operating cost for this six month period, versus 64,093 for the same period in
the prior year.
8
Operating expenses
During the six months ended April 30, 2002, GSI USA has incurred $220,875
in operating expenses versus 889,576 for the same period in 2001.
Other income
During the six months ending April 30, 2002, ZERO in interest was earned
mainly on the outstanding loan to GSI Canada due to the fact that is has
protection from the bankruptcy courts, while $8,759 in interest was incurred.
This amount is principally for loans outstanding.
Liquidity and capital resources
At January 31, 2002 GSI USA had ZERO in cash. Cash used in operating
activities during the three months ending January 31, 2002 was 6,019, which was
mainly attributable to the net cash loss from operations plus changes in net
operating assets and liabilities.
Cash used by investing activities during the period reflects additional
short-term loans to GSI Canada in the amount of $0.
Cash provided from financing activities during the period was ZERO.
The result of all activities during the six-month period ending April 30,
2002 was a net decrease of $6,019 in our cash position.
9
MANAGEMENT DISCUSSION AND ANALYSIS
GSI USA
We have completed our restructuring program, concentrating on our core business
to serve, inform and communicate with the consumer in its daily environment,
offering information media content out of home as well as providing services to
citizens customized to their needs on a day to day basis.
After a 2 year beta testing, in real market application, our affiliate GSI
Canada through its R&D Center and team has learned a great deal of experience,
by managing a network of 32 city Columns through the Ivanho shopping malls
network in Canada.
After unfortunate September 11th events, we concentrated on trying to improve
our concept to allow our 2 way software multimedia pack to become a tool and
information center in the event of any public crisis. The defense department
has recently published a 2000 pages report on lack of communications on
September 11th events.
Our vision is to deploy a wide network of kiosks in public areas such as
airports, malls, offices building, postal offices, subways, government offices
etc . Through strategic partnership, we are currently negotiating deployment
of 15000 locations coast to coast reaching millions of consumers on a pin point
service capabilities.
Our R&D team has enhance our software modular applications, allowing to install
cameras integrated in our units offering monitoring sources to serve authorities
and prompt reaction informational capabilities in the event of any security
problems.
On June the 5th and the 6th 2002, we were exhibitors in the home land defense
and security show in Washington D.C. featuring our new servicolumn product. We
have received a great deal of interest for our product by many government
department and public authorities.
Through a new venture agreement with Boston based corporation, Bio Defense, we
have integrated for the purpose of the show, the mail defender unit in our
servicolumn. The mail defender product allows consumers to safely and simply
take any letters or documents of any kind and within 10 minutes cycle destroy
all traces of bio contamination, such as anthrax, E-coli and many others
bacteria will be destroyed without altering the documents. We envision a wide
network of integrated technologies in postal services environment worldwide.
Furthermore, we have concluded on June the 10th 2002, an exclusive licensing
agreement with Bio Defense corp., allowing GSI to integrate such technology in a
out of home public area network of kiosks. The potential revenues for such a
product will have tremendous impact on our sales.
To serve, to inform, to communicate, to detect and to protect.
Our affiliate GSI Canada, has completed its restructuring program and began to
repay its line of credit with the CIBC Bank as well as its creditors. In April
2002, our affiliate repaid to GSI USA the balance of its debts of 994,581.00 by
transferring all licensing rights and sales rights to our corporation. GSI USA
has, now, all sales and licensing rights on our technologies worldwide.
Our affiliate GSI Canada has entered into negotiation with Bio Defense
corporation to produce and assemble the mail defender units in Canadian's
facilities. The basis of the contract is to assemble 900,000 units in the next
24 months. The advantages of the tax credit government program in the Mirabel
10
free trade zone allows GSI Canada to offer various investments advantages as
well as highly qualified personal to fulfill a large production capability. We
have concluded on June 10th 2002, a memorandum of understanding and are
currently working the details through this new partnership's venture. Our
affiliate anticipates achieving profitable results in Fall 2002.
The board of directors of GSI USA is considering negotiating the potential
acquisition of our affiliate after restructuring program is completed.
The benefits of Government programs are tremendous and represents a leading edge
value for the benefit of GSI USA shareholders.
All operations research, broadcast and engineering are now operated by GSI
Canada.
All sales and licensing are performed by GSI USA.
Our cash requirements for the next quarter represents approximately 150,000 in
total. We are currently negotiating with financial institutions as well as
investment bankers and sophisticated investors to seek for more capitalization.
On February 7th 2002, GSI USA board of directors offered a board member position
to Mr. Julian Beardsley and another one to Mr. Dario Littera. After reviewing
and evaluating the candidates agenda and availabilities the board has decided
not to retain their services. The two candidates did not filed in a form 3 as
required by regulator authorities.
On February 7th 2002, the board announced a promissory notes program through the
CHGC investment banking, after evaluating the program through a complete due
diligence, the board of directors of GSI USA has decided to terminate all
discussions and negotiations in that regards.
On June 7th 2002, GSI USA concluded a memorandum of understanding with Stellar
Holdings, to evaluate the possibility of joining forces through integration of
Stellar wireless technologies and GSI's concept. We are currently evaluating
the potential and structure of such a venture agreement. The revenue's
structure represents approximately 22,000,000 in 2001 and 24,000,000 in 2002.
The real equity of Stellar operations is 14,465,640 in 2001 and over 18,000,000
in 2002. Our respective engineering departments are evaluating the potential of
integration of technologies for the benefit of GSI's concept.
Our administrative officers are going through evaluation and due diligence
process and have agreed on a closing date before July 30th 2002.
This transaction is subject to due diligence and approval of regulator
authorities. The impact and leverage of the transaction could represent
immediate benefits to shareholders of both corporation.
Investment in affiliates
As of March 2nd 2002, GSI USA had no longer any investments in affiliate.
Product sales, distribution and provision of services
Our affiliate GSI Canada R&D's team have completed tremendous break through in
GSI's software of version 2.0 with modular applications of the managing and
scheduling module allowing to monitor on a day to day bases the sales and hits
per day. The engineers continue to enhance the capabilities of the software
11
integrating interactive capabilities for the consumer to respond to the content
messages and animated advertising.
It allows advertisers to measure impact of their marketing campaign through
network pin point consumer environment.
Our affiliate continues to benefit from tax credit program, and is completing an
anticipated demand of incomes from Canadian government for 2002's benefits.
The R&D's team has developed a large experience in managing networks of
interactive advertising modules and finished the development of specific units
such as :
- City column, indoor display unit 3 faces advertising screen, with
interactive touch screen unit and internet access. These 32 units are
in operation and have given results over the past 2 years in the
shopping center environment.
- Transa column, has 2 faces display unit with internet kiosk and
integrating ATM bank terminal. The target market is directly oriented
to offer multi transactional capabilities for banking services as well
as E-com transactions supported by advertising broadcast content. The
consumer can use the units to pay bills, make a transaction, withdraw
cash, take E-Mails and internet access. We have completed a market
study with banking institutions and identify the need for such product
in North America as well as Europe. We are currently negotiating with
Canada Post and some banks the implementation of a large network in
north America. We believe that we will conclude before the end of the
next quarter.
- Sky Column, full outdoor video LED screen for high traffic areas bill
board size. We have been managing this type of screens for over 5
years and a half.
- Digicolumn, display kiosk using plasma screen, technology integrated
in totem supports, vertical and horizontal applications.
- I Column, the latest technology , 15 inches LED screen integrating
computer to the back of the screen on a very robust industrial
application. We have made recent sales of 150 units in indoor and
outdoor market. The hype around this product allows us to fit units in
various position to generate instant impulses to buy in stores,
kiosks, restaurants, airports in a cash counter area.
After the events of September 11th, 2002, our engineering department developed a
full security monitoring system for banks, airports and other public areas
enabling the institutions to detect metal as well as explosives and video
capture in real time any events or individuals. The GSI's software pack
integrated in such context allows to re forward the information to various
terminals at same time. We have made a first installation in Banco Bilbao and
we are in the phase of pilot project analysis. When the testing period is
achieved, we forecast great potential for fall 2002.
Our objective is to ramp up revenues from sales of units as well as revenues
from broadcasting technical support maintenance, production of content and
consulting contracts.
In any of these sales the media operator must buy from GSI software license as
well as sub license for using the concept in each respective markets.
In April 2001, GSI USA sold a license to the More Group in United Kingdom
division of Clear Channel International. More Group has deployed its first
installations of Sky columns in city of Swindom and Bristol.
The GSI's server system has been installed successfully in England. Our
software has been running the operations with great satisfaction from the More
Group.
12
In September 2001, the Dauphin Group in France division of Clear Channel
International, acquired a license for its territory from Group Solcom. The
Dauphin Group is now in the phase of deploying advertising kiosks in shopping
malls as well as city of Nantes.
On March 7th , GSI USA received a purchase order from Dauphin to install server
system in Paris and service contract for monitoring the broadcast network. Our
engineers will install the systems on the week of March 18th 2002.
Clear Channel is counting on the 2 pilots projects in UK and France to move the
concept worldwide. If these projects are successful, the advertising group will
deploy a worldwide network.
GSI is very proud to serve the Clear Channel Group and very happy to be the
official supplier retained by this giant media group.
Our management team has reoriented their sales targets and strategies. We have
put together an aggressive sales plan for United States by putting together
partnerships ventures, including specific high profile corporation acting
respectively in their field of activities such as :
- Media Operator sales group
- Banking institution
- Information content, media broadcaster
- Property owner, governments, public institutions for locations
- GSI USA product & Systems
By joining these forces together based on our past experience, service units
driven by advertising revenues and services creates a multi revenue potential,
using the power of each respective partners.
Now, that we have completed our pilot projects and business sales strategies, we
have focused and trained our sales staff to penetrate the United States market.
After the announcement of United States President on June 6th 2002, about a new
government department voting 37 billions budget for home land defense, we
believe our software and kiosk's concept will generate a lot of interest for
security and information content potential.
13
PART II - OTHER INFORMATION
Item 1. Legal proceedings
--------------------------
Legal proceeding
On December 15, 2000, we signed an agreement with the Quebec Securities
Commission to conform to filing requirements for any sales of shares to
residents of the Province. Our former President also agreed that the sale of any
shares directly by himself or shares owned by companies in which he has an
interest would be in conformity with the filing requirements in the jurisdiction
of Quebec.
On September 2001, we concluded a partial settlement with the Quebec
Securities for the release of promissory notes.
We remain party to one proceeding initiated by another party, a Mr. Jacques
Biron, against GSI Canada, GSI, our President, and others in the Superior Court
of the Province of Quebec, District of Montreal. An amount of $98,766 in
Canadian dollars has been claimed for our alleged failure to pay a commission
and consequent damages relating to negotiations with GSI Canada for an
acquisition. We have retained legal counsel in Montreal, Mr. Marc Cote of
Labelle, Boudrault, Cote & Associates, who advises that, in his opinion, Mr.
Biron's case against the company is without merit; that he has no right in law
to sue GSI Technologies USA Inc.
On September 2001, we received a law sue from Mr. Alex Zervakos a former
employee of GSI USA. Our lawyer in Quebec is negotiating with the adverse party
in order to resolve this matter.
During the last quarter, GSI USA received two law suits from former
employees. Although, an understanding was reached with the two employees, they
change their opinion later on, and filed in small claims courts. After review
from our lawyers a motion to set aside default judgments continue cases.
Consolidate cases and transfer to circuit court was deposited and accepted. We
are waiting date for trial on settlement.
Item 2. Changes to authorized shareholders' capital
----------------------------------------------------
None.
Item 3. Defaults upon senior securities
----------------------------------------
None.
Item 4. Submission of matters to vote of security holders
----------------------------------------------------------
None.
14
Item 5. Other information
--------------------------
Late filing 10K
On February 4th, 2002, we became delinquent because we was late filing our
annual 10K report. Our ticker symbol changed then from GSITB to GSIBE.
Since we have changed management of the corporation and reorganized the
financial structure of the corporation, we were late filing our annual report
10K.
On March 5th, 2002, we were temporarily delisted from the OTCBB.
On March 8th, 2002, we have filed our 10K report.
We have appointed a market maker to fill in a c-211 form and forecast being back
on OTCBB soon.
We now file our quarterly report 10Q on time and will do so in the future.
The board of GSI USA is proud to announce the nomination of Mrs. Marie El Ahmar
Eid as new board member of GSI USA. Mrs. Eid has been serving the corporation
for over 3 years as President assistant as well as human resources director and
development manager. We are very happy of her implication on the board and
believe strongly that she will be very useful to the corporation considering her
long term experience and capabilities.
Item 6. Exhibits and reports on Form 8-K
-----------------------------------------
The following exhibits are contained in this 10-QSB:
None.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: June 17th, 2002 GSI TECHNOLOGIES USA INC.
By: /s/ Rene Arbic
--------------------------------
Rene Arbic
Chief Executive Officer
15