UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number: 0-29782
NOTIFICATION OF LATE FILING
(Check one) _Form 10-K _Form 20-F _Form 11-K [X] Form 10-Q _Form N-SAR
For the Period Ended: March 31, 1999
( )Transition Report on Form 10-K
( )Transition Report on Form 20-F
( )Transition Report on Form 11-K
( )Transition Report on Form 10-Q
( )Transition Report on Form N-SAR
For the Transition Period Ended:_________________________________
Read Instruction (on back page) Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
PART I-REGISTRANT INFORMATION
Full Name of Registrant: World Access, Inc.
Former Name if Applicable: WAXS INC.
Address of Principal Executive Office
(Street and Number): 945 E. Paces Ferry Road., Suite 2200
(City, State and Zip Code): Atlanta, GA 30326
PART II-RULES 12b-25(b) and (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following
should be completed. (Check box if appropriate)
[x] |(a) The reasons described in reasonable detail in Part III of this form
| could not be eliminated without unreasonable effort or expense;
|
[x] |(b) The subject annual report, semi-annual report, transition report on
| Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof, will be
| filed on or before the fifteenth calendar day following the prescribed
| due date; or the subject quarterly report or transition report on Form
| 10-Q, or portion thereof will be filed on or before the fifth calendar
| day following the prescribed due date; and
|
|(c) The accountant's statement or other exhibit required by Rule 12b-25(c)
| has been attached if applicable
PART III-NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period:
The Form 10-Q for the quarter ended March 31, 1999 could not be filed within the
Commission's prescribed time period without unreasonable effort or expense due
to the significant time and efforts required of management relating to the sale
of $50 million of 4.25% Cumulative Senior Perpetual Convertible Preferred Stock,
Series A, to the 1818 Fund III, L.P. on April 21, 1999 (see the Company's
Current Report on Form 8-K filed on May 3, 1999) and the significant efforts
encountered in obtaining required financial data relating to the significant
acquisitions completed in the fourth quarter of 1998 to ensure accurate and
complete financial dislosure under the Commission's Reporting guidelines.
<PAGE>
PART IV- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Mark A. Gergel (404) 231-2025
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If answer is
no, identify report(s).
[X] Yes _ No
(3) Is it anticipated that any significant changes in results of operations
from the corresponding period for the last fiscal year will be reflected
by the earnings statements to be included in the subject report or portion
thereof?
[X] Yes _ No
If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made:
The Company's March 31, 1999 financial results were significantly changed over
the comparable period in 1998. Please refer to the Company's April 28, 1999
press release attached hereto that discusses the changes in financial results
and discloses selected financial data.
<PAGE>
World Access, Inc.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: May 18, 1999 By: /s/ Martin D. Kidder
-------------------------
Martin D. Kidder
Vice President and
Controller
<PAGE>
Exhibit No. 1
WORLD ACCESS REPORTS $143.5 MILLION IN FIRST QUARTER SALES
Company Generates Approximately $15 Million of EBITDA
Pursuit of Strategic Growth Opportunities Continues
Atlanta, Georgia - April 28, 1999 - WORLD ACCESS, INC. (NASDAQ: WAXS)
announced today that its first quarter 1999 sales from continuing operations
were $143.5 million, a $120.1 million or 513% increase over the $23.4 million in
sales during the comparable 1998 period. For the three months ended March 31,
1999, the Company realized net income from continuing operations of $2.1 million
or $.06 per diluted share, versus a loss of $32.5 million or $(1.68) per diluted
share, for the first three months of 1998. The first quarter of 1998 included
special charges of $36.1 million or $(1.86) per diluted share, primarily related
to in-process research and development costs written-off in connection with
certain business acquisitions.
John D. Phillips, President and Chief Executive Officer, said, "We are
pleased to report record sales and gross profit for the Company during the first
quarter of 1999, fueled by the fourth quarter 1998 acquisitions of Resurgens
Communications Group and Telco Systems, Inc. Our Telecommunications Group (f/k/a
Resurgens) and Equipment Group both performed at the upper end of our business
plans during the quarter and collectively generated approximately $15.0 million
or $.41 per diluted share in EBITDA. Our management team continues to focus on
the integration of the significant businesses acquired in 1998 and the
realization of the tremendous synergies that are now available to the Company as
a result of these acquisitions and the aggressive build-out of equipment and
service infrastructure projected for the global telecommunications markets."
"Carrier service revenues from the Telecommunications Group were $85.6
million, an increase of $9.3 million or 12.2% over revenues realized in the
fourth quarter of 1998. Variable gross margin on these revenues was 11.6%, up
from 11.0% in the preceding quarter, as we continue to obtain economies of scale
associated with our internal services network and an increase in the number of
direct and transit agreements. New, fixed low-cost bandwidth to India, Chile,
Mexico and Italy has recently been established and we are in the process of
establishing similar bandwidth to several other countries. The
Telecommunications Group now has dedicated bandwidth and transit agreements to
carry traffic to more than 100 countries."
"The Equipment Group was able to meet its financial objectives during
the first quarter despite management's efforts being diluted by the
consolidation of several operations, the sale of internal manufacturing
operations to a strategic outsourcing partner, and the introduction of several
new products to the marketplace. Several of these new products, including the
Micro STX switch and NTS 2000 billing system introduced by our Switching
Division and the EdgeLink100 and 300 integrated access devices introduced by our
Transport and Access Division, have been particularly well received by the
market. In addition, new product and marketing alliances were recently
established with Ascend Communications, Inc. and PairGain Technologies, Inc.
that are expected to provide additional market penetration opportunities. Based
on the completion of these strategic initiatives during the first quarter,
management believes that the Equipment Group is well positioned for continued
sales growth and profit improvement throughout 1999."
Mr. Phillips, added, " With the restructuring activities completed in
December 1998 and the first quarter of 1999, the receipt of a $75.0 million
revolving line of credit from a banking syndicate led by Bank of America (none
of which is currently outstanding), and the recent infusion of $50.0 million
from the sale of preferred stock to Brown Brothers Harriman & Co., World Access
is in a strong financial position to pursue strategic growth opportunities in
the global telecommunications markets."
World Access, Inc. provides international long distance voice and data
services and proprietary network equipment to the global telecommunications
markets. The World Access Telecommunications Group provides wholesale
international long distance service to over 200 foreign countries through a
combination of its own international network facilities, various international
termination relationships and resale arrangements with other international long
distance service providers. The World Access Equipment Group develops,
manufactures and markets digital switches, billing and network telemanagement
systems, cellular base stations, fixed wireless local loop systems, intelligent
multiplexers, digital microwave radio systems and other telecommunications
network products.
For additional information, please refer to the World Access web site at
www.waxs.com.
<PAGE>
This press release may contain financial projections or other forward-looking
statements made pursuant to the safe harbor provisions of the Securities Reform
Act of 1995. Such statements involve risks and uncertainties which may cause
actual results to differ materially. These risks include the Company's ability
to identify, complete and integrate acquisitions, continue internal growth,
termination of certain service agreements or inability to enter into additional
service agreements, and other risks described in the Company's SEC filings,
including the Company's Annual Report on Form 10-K for the year ended December
31, 1998 and the Company's Registration Statement on Form S-3 (No. 333-43497)
incorporated by reference in this press release.
World Access Contact: Nancy L. de Jonge
Director of Investor Relations
http://www.waxs.com
<PAGE>
World Access, Inc. and Subsidiaries
Consolidated Balance Sheet Data
(In thousands)
March 31 December 31
1999 1998
----------- -----------
(Unaudited)
ASSETS
Current Assets
Cash and equivalents $ 41,112 $ 55,176
Accounts receivable 74,687 70,485
Inventories 53,711 48,591
Other current assets 57,660 58,566
--------- ---------
Total Current Assets 227,170 232,818
Property and equipment 59,886 63,602
Goodwill and other intangibles 297,552 298,780
Other assets 25,553 18,612
--------- ---------
Total Assets $ 610,161 $ 613,812
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Short-term debt $ 20,831 $ 17,989
Accounts payable 42,678 36,418
Other accrued liabilities 35,975 52,825
--------- ---------
Total Current Liabilities 99,484 107,232
Long-term debt 135,631 137,864
Other liabilities 9,405 8,133
--------- ---------
Total Liabilities 244,520 253,229
--------- ---------
Stockholders' equity 365,641 360,583
--------- ---------
Total Liabilities and
Stockholders' Equity $ 610,161 $ 613,812
========= =========
###
<PAGE>
WORLD ACCESS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
Three Months Ended March 31
---------------------------
1999 1998
----------- -----------
(In thousands, except per share data)
Carrier service revenues $ 85,612 $ 545
Equipment sales 57,867 22,860
--------- ---------
Total Sales 143,479 23,405
Cost of carrier services 75,658 454
Cost of services network 5,569 38
Cost of equipment sold 31,942 12,182
Amortization of acquired technology 1,200 ---
--------- ---------
Total Cost of Sales 114,369 12,674
--------- ---------
Gross Profit 29,110 10,731
Research and development 4,354 732
Selling, general and administrative 13,907 2,785
Amortization of goodwill 3,118 642
In-process research and development --- 35,400
Restructuring and other charges --- 590
--------- ---------
Operating Income (Loss) 7,731 (29,418)
Interest and other income 423 1,271
Interest expense (2,628) (1,443)
--------- ---------
Income (Loss) From Continuing
Operations Before Income Taxes
and Minority Interests 5,526 (29,590)
Income taxes 3,405 2,185
--------- ---------
Income (Loss) From Continuing
Operations Before
Minority Interests 2,121 (31,775)
Minority interests in earnings
of subsidiary --- 684
--------- ---------
Income (Loss) From
Continuing Operations 2,121 (32,459)
Net income (loss)from
discontinued operations 32 (1,742)
--------- ---------
Net Income (Loss) $ 2,153 $ (34,201)
========= =========
Income (Loss) Per Common Share:
Basic:
Continuing Operations $ 0.06 $ (1.68)
Discontinued Operations --- (0.09)
--------- ---------
Net Income (Loss) $ 0.06 $ (1.77)
========= =========
Diluted:
Continuing Operations $ 0.06 $ (1.68)
Discontinued Operations --- (0.09)
--------- ---------
Net Income (Loss) $ 0.06 $ (1.77)
========= =========
Weighted Average
Shares Outstanding:
Basic 36,089 19,343
========= =========
Diluted 36,595 19,343
========= =========
