theglobe.com, inc.
−Removed: (the “Company,”
−Removed: “theglobe,”
−Removed: “we”
−Removed: or “us”) was incorporated on May 1, 1995 and commenced operations on that
+Added: (the “Company,”
+Added: “theglobe,” “we” or “us”) was incorporated on May 1, 1995 and commenced operations on that
Originally, we were an online community with registered members and users in the United States and abroad.
On September 29,
−Removed: 2008, we consummated the sale of the business and substantially all of the assets of our subsidiary, Tralliance Corporation (“Tralliance”),
−Removed: to Tralliance Registry Management Company, LLC (“Tralliance Registry Management”), an entity controlled by Michael
+Added: 2008, we consummated the sale of the business and substantially all of the assets of our subsidiary, Tralliance Corporation (“Tralliance”),
+Added: to Tralliance Registry Management Company, LLC (“Tralliance Registry Management”), an entity controlled by Michael
Egan, our former Chairman and Chief Executive Officer.
As a result of and on the effective date of the sale of our Tralliance
−Removed: business, which was our last remaining operating business, we became a “shell company,”
−Removed: as that term is defined in
+Added: business, which was our last remaining operating business, we became a “shell company,” as that term is defined in
Rule 12b-2 of the Exchange Act, with no material operations or assets.
−Removed: As discussed below, on December 20, 2017,
−Removed: Delfin Midstream LLC (“Delfin”) entered into a Common Stock Purchase Agreement with certain of our stockholders for
−Removed: the purchase of a total of 312,825,952 shares of our common stock, par value $0.001 per share (“Common Stock”), representing
−Removed: approximately 70.9% of our Common Stock.
−Removed: On December 31, 2017 (the “Closing Date”), the former officers and directors,
−Removed: including Mr.
−Removed: Egan, resigned from their respective positions with the Company.
−Removed: William “Rusty”
−Removed: Nichols was appointed
−Removed: the sole member of our Board of Directors (the “Board”) and our sole executive officer.
−Removed: In 2018, our Board appointed
−Removed: Frederick Jones as President, Chief Executive Officer, Chief Financial Officer, and Director of the Company, and Mr.
−Removed: resigned from his positions of President, Chief Executive Officer, Chief Financial Officer, Director, and any other directorships,
−Removed: offices or other positions with the Company.
+Added: On December 20, 2017, Delfin Midstream LLC
+Added: (“Delfin”) entered into a Common Stock Purchase Agreement with certain of our stockholders for the purchase of a total
+Added: of 312,825,952 shares of our common stock, par value $0.001 per share (“Common Stock”), representing approximately
+Added: 70.9% of our Common Stock.
As a shell company, our operating expenses
1 unchanged sentence
personnel, accounting, financial reporting, legal, audit and other related public company costs.
−Removed: As of December 31, 2019, as reflected
−Removed: in our accompanying Balance Sheet, our current liabilities exceed our total assets.
−Removed: We prefer to avoid filing for protection
−Removed: under the U.S.
+Added: As of December 31, 2020, as reflected in
+Added: our accompanying Balance Sheet, our current liabilities exceed our total assets.
+Added: We prefer to avoid filing for protection under
Bankruptcy Code.
−Removed: However, unless we are successful in raising additional funds through the offering of debt or
−Removed: equity securities, we may not be able to continue to operate as a going concern for any significant length of time in the
−Removed: Notwithstanding the above, we currently intend to continue operating as a public company and make all the requisite
−Removed: filings under the Exchange Act.
−Removed: Delfin Purchase Agreement
−Removed: On December 20, 2017, Michael S.
−Removed: former Chief Executive Officer and majority stockholder, and certain of our other stockholders (each a “Seller”
−Removed: collectively the “Sellers”) entered into a Common Stock Purchase Agreement (the “Purchase Agreement”) with
−Removed: Pursuant to the terms of the Purchase Agreement, Delfin agreed to purchase from the Sellers an aggregate of 312,825,952
−Removed: shares of our Common Stock, representing approximately 70.9% of the issued and outstanding shares of our Common Stock.
−Removed: of the purchase and sale transaction occurred on the Closing Date, as defined above.
−Removed: In connection with the transaction, we terminated
−Removed: the Master Services Agreement we had entered into with an entity controlled by Mr.
−Removed: Egan and satisfied all promissory notes and
−Removed: other borrowings under the credit line with respect to indebtedness owed to related parties.
−Removed: Delfin beneficially owns approximately
−Removed: 70.9% of our Common Stock and continues to beneficially own such amount as of the date of this filing.
−Removed: In connection with the transactions contemplated
−Removed: by the Purchase Agreement, effective as of the Closing Date, the then sitting members of our Board, including Mr.
−Removed: Egan, resigned
−Removed: from the Board and their respective officer positions with the Company, and Mr.
−Removed: Nichols was appointed as Chairman of the Board
−Removed: and President, Chief Executive Officer and Chief Financial Officer of the Company.
−Removed: In 2018, our Board appointed Mr.
−Removed: Frederick Jones
−Removed: as President, Chief Executive Officer, Chief Financial Officer, and Director of the Company, and Mr.
−Removed: Nichols resigned from his
−Removed: positions of President, Chief Executive Officer, Chief Financial Officer, Director, and any other directorships, offices or other
−Removed: positions with the Company.
+Added: However, unless we are successful in raising additional funds through the offering of debt or equity
+Added: securities, we may not be able to continue to operate as a going concern for any significant length of time in the future.
+Added: Notwithstanding
+Added: the above, we currently intend to continue operating as a public company and make all the requisite filings under the Exchange
As of March 1, 2021, we had no employees.
2 unchanged sentences
is an officer, director and/or stockholder of other companies which may have ongoing business relationships with the Company.
−Removed: the section in this annual report entitled “Item 1A.
−Removed: Risk Factors—Our management may have other interests that may
−Removed: conflict with the interests of our stockholders.”
+Added: the section in this annual report entitled “Item 1A.
+Added: Risk Factors—Our management may have other interests that may
+Added: conflict with the interests of our stockholders.”
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.