UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10 - QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended November 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission File Number 0-22969
SYNAPTX WORLDWIDE, INC.
UTAH 87-0375342
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
385 AIRPORT ROAD, SUITE A, ELGIN, IL 60123
Registrant's telephone no., including area code: (847) 622-0200
Check whether the issuer (1) filed all reports required to
be filed by Section 13 or 15 (d) of the Securities 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.
Yes X 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.
OUTSTANDING AS OF
CLASS DECEMBER 31, 1997
Common Stock, $ .001 par value 5,236,660
<PAGE>
TABLE OF CONTENTS
Heading Page
------- ----
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets - November 30,
1997 and August 31, 1997
Consolidated Statements of Operations -
three months ended November 30, 1997 and
1996
Consolidated Statements of Cash Flows -
three months ended November 30, 1997 and
1996
Notes to Consolidated Financial Statements
Item 2. Management's Discussion and Analysis
and Results of Operations
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Item 2. Changes in Securities
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters to a Vote of
Securities Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
<PAGE>
PART I
ITEM 1. FINANCIAL STATEMENTS
The following unaudited Condensed Consolidated Financial
Statements for the three month periods ended November 30, 1997
and 1996 have been prepared by the Company.
<PAGE>
SYNAPTX WORLDWIDE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
AS OF NOVEMBER 30, 1997 AND AUGUST 31, 1997
NOVEMBER 30 AUGUST 31,
(UNAUDITED) (AUDITED)
----------- ----------
ASSETS
CURRENT ASSETS:
Cash $ 68,802 $ 58,265
Accounts receivable 950,363 1,001,638
Prepaid expenses and
deposits 42,392 44,662
---------- ----------
Total current assets 1,061,557 1,104,565
PROPERTY AND EQUIPMENT 277,349 254,990
Less accumulated depreciation (88,850) (69,041)
---------- ----------
Net property and equipment 188,499 185,949
COSTS IN EXCESS OF NET ASSETS ACQUIRED
(net of accumulated amortization of
$173,654 and $129,372) 1,587,391 1,631,673
OTHER ASSETS 83,264 60,998
---------- ----------
TOTAL ASSETS $ 2,920,711 $ 2,983,185
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES:
Accounts payable $ 640,349 $ 679,477
Accrued expenses and taxes 294,071 199,644
Notes payable 261,702 295,482
Current portion of long-term debt 7,934 8,120
Deferred revenue 309,000 414,700
---------- ----------
Total current liabilities 1,513,056 1,597,423
LONG-TERM DEBT, NET OF CURRENT PORTION 20,200 21,200
COMMITMENTS - -
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock; $.001 par value;
10,000,000 shares authorized,
none issued - -
Common stock; $.001 par value;
25,000,000 shares authorized,
5,208,660 and 5,193,660
issued and outstanding 5,209 5,194
Additional paid in capital 2,081,395 2,052,977
Deficit (699,149) (693,609)
---------- ----------
Total stockholders'
equity (deficit) 1,387,455 1,364,562
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ 2,920,711 $ 2,983,185
=========== ===========
<PAGE>
SYNAPTX WORLDWIDE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 1997 AND 1996
1997 1996
(UNAUDITED) (UNAUDITED)
----------- -----------
NET SALES AND REVENUES:
Marketing services and production $ 1,222,433 $ 592,926
Commission income 265,090 -
Executive placement fees 15,330 -
---------- ----------
Total revenues 1,502,853 592,926
---------- ----------
COST OF SALES AND REVENUES 1,028,206 439,290
---------- ----------
GROSS PROFIT 474,647 153,636
Selling, general and administrative
expenses 406,040 248,961
Depreciation and Amortization 64,091 32,130
---------- ----------
LOSS FROM OPERATIONS 4,516 (127,455)
Interest expense 10,056 23,093
---------- ----------
NET LOSS $ (5,540) $ (150,548)
=========== ===========
WEIGHTED AVERAGE SHARES OUTSTANDING 5,201,160 3,075,050
NET LOSS PER SHARE $ (0.00) $ (0.05)
=========== ===========
<PAGE>
SYNAPTX WORLDWIDE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED NOVEMBER 30, 1997 AND 1996
1997 1996
(UNAUDITED) (UNAUDITED)
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (5,540) $(150,548)
Adjustments to reconcile net loss
to net cash (used in) provided
by operating activities:
Depreciation 19,809 10,700
Non cash rent expense - -
Amortization 44,282 21,430
Changes in assets and liabilities
net of assets acquired:
Decrease (increase) in
accounts receivable 51,275 (173,539)
Decrease in other current assets 2,270 24,263
(Decrease) increase in
accounts payable (39,128) 109,390
Increase (decrease) in
accrued expenses and taxes 94,427 (165,527)
(Decrease) increase in
deferred revenue (105,700) 85,000
---------- ----------
Net cash (used in) provided by
operating activities 61,695 (238,831)
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property, plant and
equipment (21,359) (64,204)
Cash paid for acquisitions - -
Additions to other assets (22,266) (11,317)
---------- ----------
Net cash used in investing
activities (44,625) (75,521)
---------- ----------
CASH FROM FINANCING ACTIVITIES
(Reductions in) bank lines of credit (33,780) (45,619)
(Reductions in) long-term debt (1,186) (57,942)
Decrease in restricted cash - 10,000
(Decrease) in liability to
private placement subscribers - (10,000)
Decrease in deferred placement costs - 5,000
Decrease in due from Maxwell Partners - 50,000
Increase in due to related party - 26,200
(Decrease) in due to officer - (32,000)
Issuance of common stock-net 28,433 368,713
---------- ----------
Cash provided by (used in)
financing activities (6,533) 314,352
---------- ----------
NET INCREASE IN CASH 10,537 -
Cash at beginning of Period 58,265 -
---------- ----------
CASH AT END OF YEAR $ 68,802 $ -
=========== ===========
<PAGE>
SYNAPTX WORLDWIDE, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
UNAUDITED
NOTE 1. BASIS OF PRESENTATION
The financial information included herein is unaudited;
however, such information reflects all adjustments
(consisting solely of normal recurring adjustments) which,
in the opinion of management, are necessary for a fair
statement of results for the interim periods. The
accompanying financial statements include estimated amounts
and disclosures based on management's assumptions about
future events. Actual results may differ from those
estimates.
The results of operations for the three month periods ended
November 30, 1997 and 1996 are not necessarily indicative of
the results to be expected for the full year.
The condensed consolidated financial statements have been
prepared by the Company, without audit, pursuant to the
rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures
normally included in financial statements prepared in
accordance with generally accepted accounting principles
have been condensed or omitted pursuant to such rules and
regulations, although the Company believes that the
disclosures are adequate to make information presented
not misleading.
These financial statements should be read in conjunction
with the financial statements included in the Company's Form
10-SB/A for the fiscal year ended August 31, 1997, as filed
with the Securities and Exchange Commission and available
under the EDGAR reporting system or from the Company.
The Company's financial statements are presented on a going
concern basis, which contemplates the realization of assets
and satisfaction of liabilities in the normal course of
business.
The Company has experienced recurring losses from operations
as a result of its investment in personnel necessary to
achieve its operating plan which is long-range in nature. In
addition to the net loss of $5,540 for the three-month
period ended November 30, 1997, as included herein, for the
years ended August 31, 1997 and 1996 the Company realized
net losses of $602,555 and $72,541, respectively. For the
ten months ended August 31, 1995 (initial period of
operation), the Company experienced a net loss of $18,513.
At November 30, 1997, the Company has a working capital
deficit of $451,499, supported by positive stockholders'
equity of $1,387,455.
<PAGE>
The Company's ability to continue as a going concern is
contingent upon its ability to secure additional financing
and attain profitable operations. In addition, the
Company's ability to continue as a going concern must be
considered in light of the problems, expenses and
complications frequently encountered by entrance into
established markets and the competitive environment in which
the Company operates.
Although the Company is pursuing a secondary private
placement plus the refinancing and expansion of outstanding
debt, there can be no assurance that the Company will be
able to secure financing when needed or obtain such terms
satisfactory to the Company, if at all, or complete its
secondary private placement. Failure to secure such
financing or complete its secondary private placement may
result in the Company rapidly depleting its available funds
and not being able to comply with its payment obligations
under its bank loans. In addition, if the Company is unable
to meet its obligations under its credit agreements, such
creditors shall have the right to foreclose on the assets of
the Company, which will be prior to the interests of the
holders of Common Stock.
The financial statements do not include any adjustments to
reflect the possible future effects on the recoverability
and classification of assets or the amounts and
classification of liabilities that may result from the
possible inability of the Company to continue as a going
concern.
NOTE 2. PRINCIPLES OF CONSOLIDATION
The condensed consolidated financial statements include the
accounts of the Company and its wholly owned subsidiaries.
The subsidiaries consist of Synaptx Access, Inc,. acquired
in June, 1996, Synaptx Impulse, Inc., acquired in October,
1996, and ORAYCOM, Inc., acquired in June, 1997. Upon
consolidation, significant intercompany accounts,
transactions and profits are eliminated.
NOTE 3. PRIVATE PLACEMENTS
On October 2, 1997, the former owner of ORAYCOM, Inc. who is
an existing employee of the Company purchased 15,000 shares of
the Company's common stock, at the then fair market value of
$2.00 per share, resulting in receipt of $30,000.
On October 22, 1997, the Board of Directors authorized a
second private placement of up to $2,000,000 in either
shares of the Company's common stock at $2.30 per share or
of units at $3.00 per unit consisting of one share of the
Company's common stock and a warrant to purchase an
additional share of the Company's common stock at $2.30 per
share with an exercisable life of five years. The period of
<PAGE>
this offering extends through January 20, 1998. Through
January 14, 1998, 28,000 shares of the Company's common
stock plus stock warrants representing the right to
purchase 15,000 shares of the Company's common stock at
$2.30 per share have been issued resulting in proceeds of
$74,900, all received after November 30, 1997.
<PAGE>
NOTE 4. SUPPLEMENTAL CASH FLOW DISCLOSURES
On October 1, 1996 the Company purchased all of the capital
stock of Maxwell Partners, Inc. (N/K/A Synaptx Impulse,
Inc.), for $690,000 utilizing the Company's $.001 par value
common stock. In conjunction with the acquisition, assets
with a fair value of $591,384 were acquired and liabilities
of $1,160,026 were assumed. Though cash of $43,231 was paid
for this and a subsequent acquisition, none of these payments
applied to the three month periods ended November 30, 1997 or
1996.
Cash paid for interest was $11,200 and $10,423 for
the three month periods ended November 30, 1997 and 1996,
respectively.
NOTE 5. SUBSEQUENT EVENTS
On January 5, 1998, the Company acquired WG Controls, Inc.,
an Illinois Corporation, ("WG Controls") for 285,715 shares
of the Company's $ .001 par value common stock, 137,143
shares of the Company's $ .001, Series A, convertible
preferred stock and $270,000 in cash payable as follows:
$125,000 on the first anniversary date of the Agreement,
$125,000 on the second anniversary date of the Agreement,
and $20,000 on the third anniversary date of the Agreement.
The total initial cost of the acquisition is approximately
$1,112,400, which is anticipated to exceed the fair value
of the net assets being acquired by approximately $1,000,000.
The excess will be amortized on the straight-line method
over twenty years.
Additionally, pursuant to the terms of the acquisition, the
former shareholders of WG Controls may earn additional
purchase price consideration in the form of additional
<PAGE>
common stock of the Company based on the attainment of both
"commission revenues" and "earnings" above specified levels
by WG Controls beginning January 1, 1998 through December
31, 1999. The additional consideration is specified as
fixed amounts for the attainment of specified annual
"commission revenues" and "earnings" for the subsequent
calendar years ending December 31, 1998 and 1999. If WG
Controls meets the specified "commission revenues" and
"earnings" amounts, the additional consideration could
amount to $1,000,000. The additional consideration, if any,
would be added to the cost in excess of net assets acquired
and will be amortized on the straight-line method over the
remaining life of the twenty year amortization period,
described above.
WG Controls is a sales representative firm based in Illinois
(approximately fifteen miles northwest of Chicago) that
provides field sales and business development support for
specified product lines and/or territories for clients under
contract who include RELTEC, Thomas & Bettes and Johanson in
addition to approximately 15 other clients. Revenues
represent the earning of commissions on its customers'
sales.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The Company is a fully integrated service provider of
consulting, marketing, sales advice and implementation strategies
serving customers in the telecommunications and information
industries. The Company operates in one business segment. The
Company's fiscal year ends August 31.
OVERVIEW
The Company plans marketing programs and develops sales and
marketing literature for print and electronic media for which
consulting fees are charged and production revenues are
generated, represents certain product lines of customers
serving the telecommunications (both voice and data networking)
and cable TV industries as sales representatives for which
commission income is being earned, and places executives in
positions at telecommunications clients, primarily in sales and
marketing positions, for which executive placement fees are being
realized as revenues based upon an agreed upon percentage of
salary and other compensation of the individuals so hired.
The Company's objective is to use its knowledge of and its
sales and marketing resources focused on the telecommunications
industry to acquire and improve equipment manufacturers and
software developers. Targeted acquisition candidates would
include companies that have demonstrated an ability to envision,
design and commercialize unique telecommunications products and
services. Once such an entity is acquired, the Company will
direct its sales, marketing and managerial resources toward
achieving increased revenues and earnings. To date, the Company
has only acquired companies that support its core services of
consulting, marketing and sales. They will be the foundation to
help create the potential revenues and earnings growth for target
acquirees.
The Company's ability to continue as a going concern is
contingent upon its ability to secure additional financing,
complete a secondary private placement, and attain profitable
operations. In addition, the Company's ability to continue as a
going concern must be considered in light of the problems,
expenses and complications frequently encountered by entrance
into established markets and the competitive environment in which
the Company operates.
<PAGE>
RESULTS OF OPERATIONS
The following table sets forth the percentage relationship
to total revenues of principal items contained in the Company's
Consolidated Statements of Operations for the three month periods
ended November 30, 1997 and 1996. It should be noted that
percentages discussed throughout this analysis are stated on an
approximate basis.
Three Months Ended
November 30,
------------------
1997 1996
---- ----
(Unaudited)
Net sales and revenues . . . . . . . . 100% 100%
Cost of sales . . . . . . . . . . . . 68% 74%
---- ----
Gross Profit . . . . . . . . . . . . . 32% 26%
Selling, general and administrative
expenses . . . . . . . . . . . . . . . 31% 47%
---- ----
Operating income (loss) . . . . . . . 1% (21%)
Interest expense . . . . . . . . . . . 1% 4%
---- ----
Net loss . . . . . . . . . . . . . . . (0%) ( 25%)
==== ====
NET SALES AND REVENUES
The Company's net sales and revenues increased by $909,927
or 153%, from $592,926 for the three months ended November 30,
1996 ("1Q/97") to $1,502,853 for the three months ended November
30, 1997 ("1Q/98"). The increase was attributable to increases of
$629,507 from Marketing Services and Production, $265,090 from
Commission Income, and $15,330 from Executive Placement Fees. The
increases are in part due to 1Q/98 figures having a full three
months of activity of the three major revenue sources, Synaptx
Impulse ("Impulse"), Synaptx Access ("Access"), and ORAYCOM
("ORAYCOM"), while 1Q/97 revenues included only two months of
activity for Impulse and no activity for ORAYCOM.
COST OF SALES
Cost of sales and revenues increased by $588,916 in 1Q/98,
or 134%, from $439,290 in 1Q/97 to $1,028,206 in 1Q/98. The
increase was primarily due to 1Q/98 amounts including a full
three months of activity for the three major revenue sources,
while 1Q/97 included only two months of activity for Impulse, and
no activity for ORAYCOM.
GROSS PROFIT
The Company's gross profit margin, was 25.9% and 31.6% for
1Q/97 and 1Q/98, respectively. The increase in gross profit
margin of 5.7 points in 1Q/98 is attributable to a more favorable
mix of revenues, concentrating more on higher margin professional
fees and sales commissions and de-emphasizing lower margin
<PAGE>
production type work.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Selling, general and administrative expenses, including
depreciation and amortization, increased by $189,040 in 1Q/98 or
67% from $281,091 in 1Q/97 to $470,131 in 1Q/98. This increase is
primarily attributable to a full quarter of operations for the
major subsidiaries in 1Q/98, versus only two months of activity
for Impulse, and no activity for ORAYCOM in 1Q/97 and an increase
of approximately $30,000 in depreciation and amortization,
primarily associated with the above described acquisitions.
INTEREST EXPENSE
Interest expense decreased by $13,037 in 1Q/98 or 56%, from
$23,093 in 1Q/97 to $10,056 in 1Q/98. This decrease is attributable
to the repayment of a short-term loan in the subsequent quarter
with $14,000 of interest attributable to amortization of stock
warrants issued at an exercise price below fair market value.
NET OPERATING LOSS
The Company has accumulated approximately $460,000 of net
operating loss carryforwards as of November 30, 1997, which may
be offset against taxable income and income taxes in future
years. The use of these losses to reduce future income taxes
will depend on the generation of sufficient taxable income prior
to the expiration of the net operating loss carryforwards. The
carry-forwards expire in the year 2012. In the event of certain
changes in control of the Company, there will be an annual
limitation on the amount of net operating loss carryforwards
which can be used. No tax benefit has been reported in the
financial statements for the year ended August 31, 1997 or for
the three months ended November 30, 1997 because there is a 50%
or greater chance that the carryforward will not be utilized.
Accordingly, the potential tax benefit of the loss carryforward
is offset by a valuation allowance of the same amount.
LIQUIDITY AND CAPITAL RESOURCES
The Company's principal cash requirements are for selling,
general and administrative expenses, primarily outside
consultants such as independent contractors who provide design,
copywriting and professional marketing and sales consulting
services, employee costs, funding of accounts receivable, capital
expenditures and funding of acquisitions. The Company's primary
sources of cash have been from an initial private placement of
the Company's common stock which raised $753,993 of net proceeds,
a stock rights offering to then existing shareholders which
raised $7,828, a private placement to an existing employee of the
Company which raised $30,000 and a secondary private placement
<PAGE>
which has raised $74,900, plus cash derived from operations. The
Company is investigating various sources for additional
financing, including both equity infusion and debt facility
arrangements although no agreements for such additional financing
have been reached as of the date of this filing.
Three Months Ended November 30, 1997
Cash increased from $10,537 at the beginning of
the period to $68,802 at the end of the period. Net
cash provided by operations was $61,695 mainly
attributable to non-cash expense items (depreciation
and amortization) of $64,091 and a net increase in
accounts payable and accrued expenses of $55,299 and
a decrease in accounts receivable of $51,275, offset
by the net loss of $5,540 and a decrease in deferred
revenue of $105,700.
Net cash used in investing activities was $44,625
attributable to additions to fixed assets of $22,359
and additions to other long term assets of $22,266.
Net cash used in financing activities was $6,533
primarily attributable to proceeds from issuance of
common stock of $28,433, offset by reductions in bank
lines of credit of $33,780.
Three Months Ended November 30, 1996
Cash balances remained unchanged at $-0-. Net
cash used in operations was $238,831 attributable to
the net loss of $150,548, an increase in accounts
receivable of $173,539 and a net decrease in accounts
payable and accrued expenses of $56,137, offset by
non-cash expense items (depreciation and amortization)
of $32,130, a decrease in other current assets of $24,263,
and a decrease in deferred revenue of $85,000.
Net cash used in investing activities was $75,251,
primarily attributable to additions to fixed assets of
$65,204 and additions to other long-term assets of $11,317.
Net cash provided by financing activities was $314,352,
primarily attributable to proceeds from the issuance of
common stock of approximately $370,000 and to amounts
advanced to Maxwell Partners, Inc., realized upon
acquisition of $50,000, offset by reductions in the bank
line of credit and debt of approximately $100,000.
<PAGE>
INFLATION
In the opinion of management, inflation has not had a material
effect on the operations of the Company.
RISK FACTORS AND CAUTIONARY STATEMENTS
Forward-looking statements in this report are made pursuant
to the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. The Company wishes to advise
readers that actual results may differ substantially from such
forward-looking statements. Forward-looking statements involve
risks and uncertainties that could cause actual results to differ
materially from those expressed in or implied by the statements,
including, but not limited to, the following: the ability of the
Company to provide for its debt obligations and to provide for
working capital needs from operating revenues, and other risks
detailed in the Company's periodic report filings with the
Securities and Exchange Commission.
<PAGE>
PART II
ITEM 5. OTHER INFORMATION
On January 5, 1998, the Company acquired WG Controls,
Inc., an Illinois Corporation, ("WG Controls") for 285,715 shares
of the Company's $ .001 par value common stock, 137,143 shares of
the Company's $ .001, Series A, convertible preferred stock and
$270,000 in cash payable as follows: $125,000 on the first
anniversary date of the Agreement, $125,000 on the second
anniversary date of the Agreement, and $20,000 on the third
anniversary date of the Agreement. The total initial cost of
the acquisition is approximately $1,112,400, which is anticipated
to exceed the fair value of the net assets being acquired by
approximately $1,000,000. The excess will be amortized on the
straight-line method over twenty years.
Additionally, pursuant to the terms of the acquisition, the
former shareholders of WG Controls may earn additional purchase
price consideration in the form of additional common stock of the
Company based on the attainment of both "commission revenues" and
"earnings" above specified levels by WG Controls beginning
January 1, 1998 through December 31, 1999. The additional
consideration is specified as fixed amounts for the
attainment of specified annual "commission revenues" and
"earnings" for the subsequent calendar years ending December 31,
1998 and 1999. If WG Controls meets the specified "commission
revenues" and "earnings" amounts, the additional consideration could
amount to $1,000,000. The additional consideration, if any,
would be added to the cost in excess of net assets acquired and
will be amortized on the straight-line method over the remaining
life of the twenty year amortization period, described above.
WG Controls is a sales representative firm based in Illinois
(approximately fifteen miles northwest of Chicago) that provides
field sales and business development support for specified
product lines and/or territories for clients under contract who
include RELTEC, Thomas & Bettes and Johanson in addition to
approximately 15 other clients. Revenues represent the earning
of commissions on its customers' sales. Management believes that
the opportunity of providing a national Client sales
representation focus will allow for increased geographic service
scope with existing clients and an opportunity of adding
additional clients. Financial statements required will be filed
upon completion of the audits of WG Controls, but no later that
sixty (60) days from the date this report is filed, or March 23,
1998.
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27 Financial Data Schedule
(b) No reports were filed on Form 8-K during this
quarter.
<PAGE>
SIGNATURES
In accordance with the requirements of the Securities
Exchange Act of 1934, the Registrant caused this report to be
signed on its behalf by the undersigned, thereunto duly
authorized.
SYNAPTX WORLDWIDE, INC.
Date: January 20, 1998 By /s/Ronald L. Weindruch
----------------------------
RONALD L. WEINDRUCH, President
and Chief Executive Officer
Date: January 20, 1998 By /s/ Richard E. Hanik
----------------------------
RICHARD E. HANIK
Chief Financial Officer
<PAGE>
EXHIIT INDEX
Exhibit Description
------- -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
SYNAPTX WORLDWIDE, INC. FORM 10-QSB FOR THE PERIOD ENDED NOVEMBER 30,
1997, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> AUG-31-1998
<PERIOD-END> NOV-30-1997
<CASH> 69
<SECURITIES> 0
<RECEIVABLES> 950
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,062
<PP&E> 277
<DEPRECIATION> (89)
<TOTAL-ASSETS> 2,921
<CURRENT-LIABILITIES> 1,513
<BONDS> 0
0
0
<COMMON> 5
<OTHER-SE> 1,382
<TOTAL-LIABILITY-AND-EQUITY> 2,921
<SALES> 1,503
<TOTAL-REVENUES> 1,503
<CGS> 1,028
<TOTAL-COSTS> 1,028
<OTHER-EXPENSES> 481
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 10
<INCOME-PRETAX> (6)
<INCOME-TAX> 0
<INCOME-CONTINUING> (6)
<DISCONTINUED> 0
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<NET-INCOME> (6)
<EPS-PRIMARY> .00
<EPS-DILUTED> .00
</TABLE>
