BERAL, INC.
Andrew Racz
Director of Research
300 East 54 Street, Suite 26C
New York, NY 10022
Phone: (212) 319-6949
Fax: (212) 753-1944
E-mail: mlikar@aol.com

GLOBAL OPTIONS GROUP Inc.

November 1, 2006

(GL01 - PTC BB)

Price: $1.85

Earnings per share

Price range: $3.00 - $1.28

2005

N.C.

 

2006E

(1.25)

 

2007P

20¢ - 30¢

 

2008

40¢ - 75¢

Capital Structure
(as of June 30, 2006)

Long-term debt

 

Series B convertible preferred

53,000 ------->  42,000,000 shares

Common stock

              18,774,000

 

               61,779,000

GLOBAL OPTIONS GROUP

Global Options is a company born in the age of terrorism. This sentence probably will not go down well with certain circles, but in the investment world, certain major economic trends have created corporations who flourished because of underlying political and economic developments.

In the late sixties and early seventies, an African-born entrepreneur, Tony Roland, created Lonhro which was the largest mining company then, headquartered in London. Its holdings were all over Africa and the company was financed by Kuwaiti and other Middle Eastern investors. I named it in an 80-page report in 1975, "Lonhro, born in the age of OPEC."

The monetary instability which began in the 1970s and carried through to the 21st century have created in the U.S. and Canada three gold companies with a yearly production of one million ounces of gold, and this represents a cash flow of about $1 billion to each company, a figure which was totally unheard of forty or fifty years ago. Barrick, Newmont Mining and Goldcorp combined yearly gold delivery is over five million ounces. Each company was created by the age of potentially gold-backed currencies and it is not very far in the future when the first five mining companies in the world will represent a total yearly output of $10 billion. We envisage a gold price of $1,000 per ounce, and the $1 billion deficit of the USA with Japan, China and other Far Eastern companies combined.

Global Options is a small company. The actual size of the company, judging from its revenues for the first half of 2006, is less than $50 million. See Table 2. Although the company announced that through various acquisitions by July 15, 2006, it has reached the size of $60 million and it aims to reach $100 million by the end of 2006, we attribute this number to anything but a potential springboard to the future, which the company is currently structuring.

Through various acquisitions, a capital structure emerged which is really commendable for a young company with ambitious goals. With about $23 million in cash and a current ratio of 3:1, Global has a total stockholders' equity of $57 million. It is represented by some 20,000,000 common shares outstanding and a convertible preferred which would basically create a total stock market value of $120 million.

Growth Strategy

Global seeks to become a significant company in the highly fragmented and fast growing risk mitigation industry. According to the Lehman Brothers Security Industry Annual Report 2004, the risk mitigation market doubled in size from 1990 to 2000 and the market is expected to continue its steady growth and triple in size from 2000 to 2010. As governments, businesses and individuals focus on their security arrangements proactively, the total international security market for risk mitigation has grown to an estimated $14 billion, according to Morgan Keegan & Company.

The company intends to grow through a series of acquisitions that we believe will deliver revenue, capabilities, products and services designed to meet the demand for the assessment and management of risk. In addition to our acquisitions of CBR and JLWA and pending acquisition of Safir Rosetti, LLC as described below, we have identified additional acquisition targets that we believe would expand our size and accelerate our development in the risk mitigation industry. However, we cannot assure you that any of these acquisiton targets will actually be acquired by us or that such acquisitions, if made, will lead to the desired financial outcomes.

On August 14, 2005, Global Options acquired CBR, a privately-held nationwide investigations firm based in Nashville, Tennessee. CBR's revenues and net losses for the year ended December 31, 2004 were approximately $8.8 million and $990,000 respectively. The aggregate purchase price paid for CBR's assets and business was approximately $5,293,000 subject to certain adjustments through August 13, 2006 to the opening balance working capital, as such purchase price adjustments are defined in the agreement. The aggregate purchase price of approximately $5,293,000 consisted of cash in the amount of $4,363,000 (net of cash acquired of $26,000) and inclusive of a broker fee of $143,000, and a note payable to the seller of $904,000 due August 14, 2006.

On March 10, 2006, Global purchased substantially all of the assets and liabilities of JLWA, a privately-held crisis and emergency consulting management firm based in Washington, D.C. The acquisition was made pursuant to a certain asset purchase agreement dated January 13, 2006, as amended, with JLWA. The purchase price of approximately $6,000,000 included $3,600,000 in cash, a promissory note in the amount of $400,000 and the issuance of 819,672 shares of our common stock, valued at approximately $2,000,000, plus the assumption of certain liabilities. The purchase price is subject to a post-closing adjustment for working capital. In addition, the agreement provides for the seller to obtain up to an additional $15,400,000 upon the attainment of certain revenue goals subsequent to the closing of the transaction.

On January 27, 2006, Global entered into an asset purchase agreement to acquire substantially all of the business and assets of Safir Rosetti. Safir Rosetti is a security consulting, investigative and intelligence firm headquartered in New York City with seven additional offices nationwide.

The purchase price of $13 million includes $9 million in cash and $4 million in our common stock, plus the assumption of certain liabilities. The purchase price is subject to a post-closing adjustment for working capital. The transaction, which is expected to close in the second quarter of 2006, is subject to customary representations, warranties, and covenants and conditions, including delivery of Safir Rosetti's audited financial statements and a financing condition. On April 3, 2006, we advanced approximately $553,000 to Safir Rosetti. This amount will be applied towards the purchase price and, if the closing does not occur, will be converted into a loan.

GLOBAL OPTIONS GROUP INC. & SUBSIDIARIES
Condensed Consolidated Balance Sheet
June 30, 2006
(Unaudited)

Total current assets

41,406,968

Total assets

69,512,078

Total current liabilities

11,825,891

Series B convertible preferred stock, voting, $0.001 par value,
60,000 shares authorized, 53,073 shares issued and outstanding, liquidation preference $53,073,000

53

Common stock, $.001 par value; 85,000,000 shares authorized; 18,774,399 shares issued and outstanding

18,775

Total stockholders' equity

 

56,936,187

 

Almost all the capital was raised by the company in the last two years. Since the price of the stock is $2.00, the total capitalization of Global is $120 million. Returning to out original thesis, the growth strategy of the company has been meticulously mapped and reads as follows:

The company's interests can be broken perhaps into three segments:

  1. Investigation and litigation support
  2. Risk management and security
  3. Emergency preparation and crisis management

The basis for this expertise has been achieved by a series of acquisitions. The breakdown of the company's performance till the end of 2006 is illustrated in the table to follow.

GLOBAL OPTIONS GROUP INC. & SUBSIDIARIES
Condensed Consolidated Statements of Operations
(Unaudited)

 

For the three months ended
June 30,

For the six months ended
June 30,

 

2006

2005

2006

2005

Revenues

$17,359,789

$1,196,567

2,3594,614

2,252,575

Cost of revenues

8,778,654

594,990

12,122,809

1,088,645

Gross profit

8,581,135

601,577

11,471,805

1,163,930

Operating expenses

 

 

 

 

Total operating expenses

8,470,724

1,686,864

12,412,189

2,632,734

Income (loss) from operations

110,411

(1,085,287)

(940,384)

(1,468,804)

Let us now turn to the realistic discussion of Global Options place in the marketplace and its market capitalization, if such plans become reality. In the previously mentioned objectives, such as crisis management, security investigations, the numbers do not tie in with $100 million. In the historical period which in a way began September 11, 2001, any of the areas connected with security investigations, crisis management, loom to reach not $100 million but billions and billions of dollars. The 21st century may be characterized by far the largest economic growth in view of the fact that three billion from the Far East joined the Western world, and now we are expanding more to Central America, the Middle East and Africa. The economic projects are becoming larger. An Indian entrepreneur, Mr. Mittel, put a steel company together with a production of 100 million tons of steel a year. In contrast, during the war Mr. Churchill, British prime minister, summarized that America had a total production of 110 million, Great Britain 12 million, and Japan 7 million tons.

The demand for energy created a market for oil with 84 million barrels a day at $60, representing $48 billion. In the age of terrorism, the 100-million-ton steel plants of Mr. Mittel and the oil deliveries of $50 billion a day have to be protected. This is only just one or two isolated issues at hand.

The United States created Homeland Security, a cabinet ranking department, with a budget of tens of billions of dollars. The budget of Secret Service organizations such as MI-6 or the CIA or KGB probably amounts to over $50 billion a year. These are, however, government projects. The private programs all involved in areas when currently Global Options has an interest is not ten-fold, not a hundred-fold, but maybe a thousand times bigger than the projected revenue rate of $100 million.  


3-Phase Growth Strategy

• Phase I: Initial Acquisition

• Phase II: Expansion/Acquisitions

• Phase III: Market Leader

• Back-office Synergy

• Full in-house Services

• Organic Growth

• Cross-Selling

The question comes up, who is going to be employed as participant or consultant to Global Options? Obviously, we see a list of directors and key executive personnel are people who have had vast experience in certain segments of law enforcement, including a former director of the CIA, a retired former director of the FBI, a well-known active general, etc.


Brig. Gen. Harvey Schiller, Ph.D., USAF (ret.), Chairman

Key Executive Management

Gen. Wesley Clark
Halsey Fischer
Neil Livingstone
Jeff Nyweide
Thomas Ondeck
Joseph Rosetti
Howard Safir
Rodney Slater
James Lee Witt

Senior Advisory Board

Admiral William J. Crowe
Hon. R. James Woolsey
Frances D. Cook
Sir Richard Needham
Ronald B. Richard
Hon. William S. Sessions
Rodney E. Slater
Hon. William H. Webster

The field of researching in large public projects have not been discovered in the year 2003 or 2004. Well over fifty years ago, the Rand Corporation in Santa Monica had a group of eminent scientists/politicians to work on special projects to guide the government, as well as the industry of the United States. Some fifteen years ago, composed of previous government employees, retired from high levels, formed in Washington the Carlyle Group which went from an advisory company to become one of the biggest international private equity groups, investing in China, the Middle East, Russia, in American, to a total sum of over $60 billion.

Global Options is a brain trust of eminently qualified people. Management is putting together an organization which by the end of 2006 would have a working base. To look forward to 2007-2008, etc., we must consider the business and the market globally. The need for security, even alone in the United States, runs to tons of billions of dollars. The terrorists are financed by oil money, have not millions but hundreds of millions at their disposal and therefore the potential risk in managing our lives safely is still increasing, and it's unlikely to slow down in the current decade.

Taking all this into consideration, we could only say that if the team effort of Global and the current acquisition program of Global are successful, and somewhere in the year 2007 a company between $100 and $200 million will emerge as a diversified securities-oriented company, benefiting from the leadership of its experienced advisory board and management, the possibility exists that Global in five or six years, so organic growth through acquisitions would command a revenue base of one billion dollars.

Considering the current small capitalization, and the initial successful steps of raising $30 million capital, the creation of a $45 million Series B convertible preferred, which created a company eventually to be debt-free and with $20 million in cash, is the first step towards a company which has been created and guarded by its planned, streamlined infrastructure to cope with the security dangers of the next ten years ahead.

Success along the line represents a manifold increase in the price of the stock. As a last sentence, current management has succeeded in the three vital areas for a company in the early stage of its history:

  • Attracting the right management talent.
  • To execute a commendable acquisition plan. 
  • Refinancing the growth so the future is based on a solid footing.

Futuristic Picture

For January, 2007, with $100M revenues and $20M cash, Global Options will be in a position to handle:
investment banking
&
money management

Key Financial Objectives

 

FY 2006

Pro Forma
FY 2006

Pro Forma
YE 2006

Target YE
Run Rate 2006

Revenue

$15.5M

$39.4M

$55-60M

>$100M

Gross margin

45.4%

48.0%

50-55%

50-55%

EBTDA margin**

-

-

6.8%

10-15%

** Excludes expenses related to acquisitions and financing.

 Key Assumptions:

  • Target 10-15% annual organic growth assuming status quo operations.
  • Upside potential to accelerate organic revenue growth to 15-20% through cross-selling opportunities.
  • 1-2 additional acquisitions that are accretive or can be quickly driven to profitability.

for its chosen fields of endeavor. It could buy companies, raise more cash.

Like Giuliani Partner and the Carlyle Group, a new corporate entity can be born. It certainly has the personnel.

The $2.00 per share price may be undervalued.

Andrew Racz

Disclaimer

Information contained herein is based on data obtained from recognized statistical services, issuers reports or communications or other sources believed to be reliable. However, such information has not been verified by us and we do not make any representation to its accuracy or completeness. Any statement non-factual in nature constitutes only current opinions which are subject to change. BERAL INC. or their officers, directors, analysts or employees may have positions in the securities or commodities referred to herein, and may as principal or agent buy and sell such securities or commodities. An employee, analyst, officer or a director of BERAL INC. may serve as a director for companies mentioned in this report. Neither the information nor any comment expressed shall constitute an offer to sell or a solicitation of an offer to buy any securities or commodities mentioned herein. There may be instances when fundamental, technical and competitive opinions may not be in concert. This firm may from time to time perform investment banking or other services for or which investment banking or other businesses from any company mentioned in this report.

 

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Andrew Racz. 300 East 54 Street, Suite 26C, New York, NY 10022
Phone: (212) 319-6949 Fax: (212) 753-1944. E-mail: mlikar@aol.com

Copyright © 2011 Andrew Racz. All Rights Reserved.

Disclaimer