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Previous: BINDLEY WESTERN INDUSTRIES INC, 10-Q, 1996-11-14 |
Next: PROACTIVE TECHNOLOGIES INC, 10QSB, 1996-11-14 |
<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, 1996
------------------
Commission File Number: 0-13670
-------
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC.
----------------------------------------------------
(Exact name of registrant as specified in character)
Delaware 13-318778
- -------- ---------
State or other jurisdiction of IRS employer
Incorporation or organization Identification No.
537 Steamboat Road
Greenwich, Connecticut 06830
- ---------------------- -----
203-629-1400
------------
(Registrant's phone number, including area code)
Indicate by check mark whether the registrants (1) has filled 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 fill such reports), and (2) has been subject to such
filling requirements for the past 90 days.
YES X NO
----- ----
At November 11, 1996 there were 21,737,000 shares of the Company's common stock
outstanding.
PAGE 1 OF 9
<PAGE> 2
INDEX
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION PAGE
------
<S> <C>
Item 1. Consolidated Financial Statements
Consolidated Balance Sheet as of
September 30, 1996 3
Consolidated Statements of Operations
for the Three Months Ended
September 30, 1996 and September 30, 1995 4
Consolidated Statements of Operations for
the Nine Months Ended September 30, 1996
and September 30, 1995 5
Consolidated Statements of Cash Flows for the
Nine Months Ended September 30, 1996 and
September 30, 1995 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and
Analysis of Financial Condition and
Results of Operations. 8
</TABLE>
PAGE 2 OF 9
<PAGE> 3
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
SEPTEMBER 30, 1996
ASSETS
<TABLE>
<S> <C>
ASSETS $
------------
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
ACCRUED EXPENSES $ 228,626
DUE TO HELM RESOURCES, INC. 885,567
------------
TOTAL LIABILITIES 1,114,193
STOCKHOLDERS' DEFICIENCY:
1991 Series A Preferred Stock
$.01 par value shares; 20,000,000
shares authorized; 1,000,000 shares 10,000
issued and outstanding
Common stock, $.01 par value,
80,000,000; shares authorized;
21,737,000 shares issued and 217,370
outstanding 6,019,580
Additional paid-in capital (7,346,143)
------------
Deficit (1,099,193)
Less: Notes receivable (15,000)
------------
TOTAL STOCKHOLDERS' DEFICIENCY (1,114,193)
------------
</TABLE>
See accompanying notes to consolidated financial statements
PAGE 3 OF 9
<PAGE> 4
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three Months Ended
September 30,
-----------------------------------
1996 1995
----------- -----------
<S> <C> <C>
REVENUES $ _ $ _
----------- -----------
EXPENSES: General and administrative 4,150 5,400
Interest expense (affiliates) 2,750 2,750
----------- -----------
Total expenses $ 6,900 $ 8,150
----------- -----------
NET LOSS $ (6,900) $ (8,150)
----------- -----------
LOSS PER SHARE $ _ $ _
----------- -----------
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 21,737,000 21,827,000
=========== ===========
</TABLE>
See accompanying notes to consolidated financial statements
PAGE 4 OF 9
<PAGE> 5
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
-----------------------------------
1996 1995
----------- ------------
<S> <C> <C>
REVENUES $ - $ -
----------- ------------
EXPENSES: General and administrative 12,450 16,700
Interest expense (affiliates) 8,250 8,250
----------- ------------
Total Expenses $ 20,700 $ 24,950
----------- ------------
NET LOSS $ (20,700) $ (24,950)
----------- ------------
LOSS PER SHARE $ - $ -
----------- ------------
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 21,737,000 22,007,000
=========== ============
</TABLE>
See accompanying notes to consolidated financial statements
PAGE 5 OF 9
<PAGE> 6
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
---------------------------------
1996 1995
-------- ---------
<S> <C> <C>
Net cash provided (used)
by operating activities $ - $ (296)
-------- ---------
Cash and cash equivalents
beginning of period - 296
-------- ---------
Cash and cash equivalents at
end of period $ - $ -
-------- ---------
</TABLE>
See accompanying notes to consolidated financial statements
PAGE 6 OF 9
<PAGE> 7
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED 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 annuals) necessary for a fair presentation of financial
position and results of operations. Interim results are not necessarily
indication of results for a full year.
2) Helm Resources, Inc. is the beneficial owner of 60.8% of the Company's
common stock.
3) 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 an installed customer base, TASC agreed to pay 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 allocable 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 9
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Three Months Ended September 30, 1996 Compared to 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 in advances from affiliates.
Nine Months Ended September 30, 1996 Compared To September, 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.
Liquidity and Capital Resources
The Company presently has recorded $228,626 in accrued expenses and $885,567
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, 1996. Accordingly, no amounts are payable to
Helm during 1996.
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 business 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 8 of 9
<PAGE> 9
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.
Date: November 11, 1996 By: /s/ Joseph Farley
---------------------------------
Joseph J. Farley,
President
Date: November 11, 1996 By: /s/ Scott Altman
---------------------------------
Scott Altman, Treasurer
Chief Accountant and
Principle Financial
Officer
PAGE 9 OF 9
<PAGE> 10
EXHIBIT INDEX
Exhibit
No. Description
- ------- -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 228,626
<BONDS> 0
0
10,000
<COMMON> 228,626
<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> (20,700)
<INCOME-TAX> 0
<INCOME-CONTINUING> (20,700)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (20,700)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
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