<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15 (b)
of the Securities Exchange Act of 1934
For Quarter Ended: September 30, 1995
Commission File Number: 0-13670
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC.
----------------------------------------------------
(Exact name of registrant as specified in character)
Delaware 13-3187778
------------------------------ -----------------
State or other jurisdiction of IRS Employer
Incorporation or organization Identification No.
537 Steamboat Road
Greenwich, Connecticut 06830
---------------------- -----
203-629-1400
------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrants (1) has filed all reports
required to be filed by section 13 of 15(d) of the Securities Exchange Act of
1934 during the preceding 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
----- -----
At November 7,1995, there were 21,827,000 shares of the
Company's common stock outstanding.
PAGE 1 OF 10
<PAGE> 2
INDEX
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
PART I. Financial Information
Item 1. Consolidated Financial Statements
Condensed Balance Sheet as of
September 30, 1995 3
Condensed Statements of Operations
for the Three Months Ended
September 30,1995 and September 30,
1994 4
Condensed Statements of Operations
for the Nine Months Ended
September 30, 1995 and September 30,
1994 5
Condensed Statements of Cash Flows
for the Nine Months Ended
September 30, 1995 and September 30,
1994 6
Notes to Condensed Financial
Statements 7
Item 2. Management's Discussion and
Analysis of Financial Condition and
Results of Operations 8-9
</TABLE>
PAGE 2 OF 10
<PAGE> 3
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONDENSED BALANCE SHEET
SEPTEMBER 30, 1995
ASSETS
<TABLE>
<S> <C>
CURRENT ASSETS-Cash $ -
=========
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
CURRENT LIABILITIES-Accrued expenses $ 221,026
DUE TO HELM RESOURCES, INC. 864,817
----------
TOTAL LIABILITIES 1,085,843
----------
STOCKHOLDERS' DEFICIENCY:
1991 Series A Preferred Stock
$.01 par value shares; 20,000,000
shares authorized; 1,000,000
shares issued and outstanding 10,000
Common stock, $.01 par value
80,000,000; shares authorized;
21,827,000 shares issued and
outstanding 218,270
Additional paid-in capital 6,033,680
Deficit (7,317,793)
----------
(1,055,843)
Less: Notes receivable (30,000)
----------
TOTAL STOCKHOLDERS' DEFICIENCY (1,085,843)
----------
$ -
==========
</TABLE>
See accompanying notes to consolidated financial statements
PAGE 3 OF 10
<PAGE> 4
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONDENSED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three months ended
September 30,
------------------------
1995 1994
---------- --------
<S> <C> <C>
REVENUES $ - $ -
---------- --------
EXPENSES:
General and administrative 5,400 6,774
Interest expense (affiliates) 2,750 2,750
---------- --------
Total expenses 8,150 9,524
---------- --------
NET LOSS $ (8,150) $(9,524)
========== =======
NET LOSS PER SHARE $ - $ -
========== =======
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING 21,827,000 22,097,000
========== ==========
</TABLE>
See accompanying notes to consolidated financial statements
PAGE 4 OF 10
<PAGE> 5
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONDENSED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Nine months ended
September 30,
-------------
1995 1994
---- ----
<S> <C> <C>
REVENUES $ - $ 4,443
----------- ----------
EXPENSES:
General and administrative 16,700 22,449
Interest expenses (affiliates) 8,250 8,250
----------- ----------
Total expenses 24,950 30,699
----------- ----------
NET LOSS $ (24,950) $ (26,256)
=========== ==========
NET LOSS PER SHARE $ - $ -
=========== ==========
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING 22,007,000 22,097,000
=========== ==========
</TABLE>
See accompanying notes to consolidated financial statements
PAGE 5 of 10
<PAGE> 6
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONDENSED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
-----------------------
1995 1994
---- ----
<S> <C> <C>
Net cash provided (used)
by operating activities $ (296) $ 4,674
Cash and cash equivalents at
beginning of period 296 231
---------- ---------
Cash and cash equivalents at
end of period $ - $ 4,905
---------- ---------
</TABLE>
See accompanying notes to consolidated financial statements
PAGE 6 OF 10
<PAGE> 7
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
NOTES TO CONDENSED FINANCIAL STATEMENTS
1) The accompanying condensed financial statements are unaudited, but in the
opinion of the Company's management, include all adjustments (consisting of
normal recurring accurals) necessary for a fair presentation of financial
position and results of operations. Interim results are not necessarily
indicative of results for a full year.
2) On October 20, 1993, the Company entered into an agreement with
Technology Applied Systems Corporation ("TASC"), whereby it assigned to TASC
all rights to sell, manufacture, develop and distribute its products. In
consideration for the transfer of rights to TASC and the ability to provide
ongoing support to the Company, on a installed customer base, TASC agreed to
pay to the Company, on a quarterly basis, a royalty equal to 10% of (i) the net
sales price of products sold by TASC to distributors and/or end-users and (ii)
the net sales price of derivatives, enhancements, modifications and successors
of the products sold by TASC to distributors and/or end-users, which utilize
certain product modules only, based upon the allocatable portion of such
derivative, enhancement, modifications and successors attributable to the
modules. To date no significant revenues have been derived from the TASC
agreement, and the Company does not anticipate that it will receive any
significant revenues from this agreement in the future.
PAGE 7 OF 10
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Three Months Ended September 30, 1995 Compared to September 30, 1994
Selling, general and administrative expenses consist of expenses associated
with maintaining the Company's records and statutory requirements which are
expected to continue in the future.
Interest expense is interest on advances from affiliates.
Nine Months Ended September 30, 1995 Compared to September 30, 1994
Revenues of $4,443 for the nine months ended September 30,1994 consisted of
royalty income. There were no royalties earned for the nine months ended
September 30, 1995.
Selling, general and administrative expenses consist of expenses associated
with maintaining the Company's records and statutory requirements which are
expected to continue in the future.
Interest expense is interest on advances from affiliates.
PAGE 8 of 10
<PAGE> 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION
(CONTINUED)
Liquidity and Capital Resources
Historically, the Company financed its operations and operating deficits with
advances from Helm Resources, Inc. and its subsidiaries ("Helm"), the
beneficial owner of 60.8% of the Company's common stock, and the proceeds of
private placements of common stock during fiscal 1988 and fiscal 1991. During
1994, Helm advanced $10,000 to the Company, strictly to enable the Company to
maintain its corporate existence.
The Company presently has recorded $221,026 in accrued expenses and $864,817
due to Helm. With respect to the accrued expenses, the Company is working with
its creditors to arrange settlements of amounts owing and/or deferrals of
payments. No assurance can be given that the Company will be successful in
these efforts. As for the amount owing to Helm, Helm has agreed not to demand
payment until after December 31, 1995. Accordingly, no amounts are payable to
Helm during 1995.
There can be no assurance that Helm will provide any additional financing to
the Company other than in connection with minimal ongoing corporate expenses,
or that additional financing will be available on terms acceptable to the
Company or that the Company will be able to operate profitably in the future.
Management presently is engaged in efforts to locate additional businesses or
enterprises which could be merged into or acquired by the Company. No
assurance can be given, however, that management will be successful in this
effort.
PAGE 9 OF 10
<PAGE> 10
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.
TELETRAK ADVANCED TECHNOLOGY
SYSTEMS, INC.
Date: November 7, 1995 By: /s/ Joseph J. Farley
---------------------------------
Joseph J. Farley,
President
Date: November 7, 1995 By: /s/ Scott Altman
---------------------------------
Scott Altman, Treasurer
Chief Accountant and
Principal Financial Officer
PAGE 10 OF 10
<PAGE> 11
INDEX TO EXHIBITS
EXHIBIT NO.
- -----------
27 Financial Data Schedule for Teletrak Advanced
Technology Systems, Inc.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-START> JAN-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 221,026
<BONDS> 0
<COMMON> 218,270
0
10,000
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 8,250
<INCOME-PRETAX> (24,950)
<INCOME-TAX> 0
<INCOME-CONTINUING> (24,950)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (24,950)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
