<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, 1997
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 registrant (1) has
filed all reports required to be filed by Section 13
or 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 3, 1997, there were 30,229,268 shares
of the Company's common stock outstanding.
Page 1 of 9
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<TABLE>
<CAPTION>
INDEX PAGE
----
<S> <C>
PART I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Balance Sheet as of
September 30, 1997 3
Consolidated Statements of Operations
for the Three Months Ended
September 30, 1997 and September 30, 1996. 4
Consolidated Statements of Operations
for the Nine Months Ended
September 30, 1997 and September 30, 1996. 5
Consolidated Statements of Cash Flows
For the Nine Months Ended
September 30, 1997 and September 30, 1996 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
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TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
SEPTEMBER 30, 1997
<TABLE>
<CAPTION>
ASSETS
<S> <C>
ASSETS $ --
-----------
LIABILITIES AND STOCKHOLDER'S EQUITY
LIABILITIES --
-----------
STOCKHOLDER'S EQUITY:
Preferred Stock
$.01 par value; 20,000,000
shares authorized --
Common Stock, $.01 par value;
80,000,000 shares authorized;
30,229,268 shares issued and
outstanding 302,293
Additional paid-in capital 7,058,550
Deficit (7,360,843)
-----------
TOTAL STOCKHOLDERS' EQUITY --
-----------
$ --
-----------
</TABLE>
See accompanying notes to consolidated financial statements
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<PAGE> 4
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three Months Ended
September 30, 1997
------------------
1997 1996
---- ----
<S> <C> <C>
REVENUES $ -- $ --
----------- -----------
EXPENSES:
General and Administrative -- 4,150
Interest expense (affiliates) -- 2,750
----------- -----------
Total expenses -- 6,900
----------- -----------
NET LOSS $ -- $ (6,900)
----------- -----------
LOSS PER SHARE $ -- $ --
----------- -----------
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 30,229,000 21,737,000
----------- -----------
</TABLE>
See accompanying notes to consolidated financial statements
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<PAGE> 5
TELETRAK ADVANCED TECHNOLOGY SYSTEMS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Nine months ended
September 30, 1997
------------------
1997 1996
---- ----
<S> <C> <C>
$ - $ -
------------ ------------
REVENUES
EXPENSES:
General and Administrative 5,050 12,450
Interest expense (affiliates) 2,750 8,250
------------ ------------
Total expenses 7,800 20,700
------------ ------------
NET LOSS $ (7,800) $ (20,700)
------------ ------------
LOSS PER SHARE $ -- $ --
------------ ------------
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 24,508,000 21,737,0000
------------ ------------
</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, 1997
------------------
1997 1996
---- ----
<S> <C> <C>
Net cash provided
by operating activities $ -- $ --
Cash and cash equivalents at
beginning of period $ -- $ --
-------------- --------------
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 consolidated financial statements are unaudited, but in the
opinion of the Company's management, include all adjustments (consisting of
normal recurring accruals) necessary for a fair presentation of financial
position and results of operations.
2) As of June 30, 1997, the Company was indebted to Helm Capital Group, Inc.
(formerly known as Helm Resources, Inc.) in the amount of $895,567 for which
Helm agreed to accept 3,582,268 shares of common stock valued at $.25 per share
in full settlement; and the 1,000,000 1991 Series A preferred shares held by
Helm were converted into 5,000,000 common shares at the conversion price of
$.20. Helm also agreed to indemnify the Company for any existing liabilities.
3) Helm is the owner of 61% of the Company's common stock. In addition, Helm
holds warrants to purchase 2,500,000 shares of common stock at $.20 per share
which expire in December 1999.
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<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
At the present time, the Company has no operating assets or operations.
In October 1997, the Company reported that it had signed a letter of intent to
merge a subsidiary with Advanced Environment Systems, Inc. ("AES") of Webster,
Massachusetts.
The transaction is conditioned upon the completion of due diligence, the
negotiation and execution of a definitive agreement and the receipt of any
required regulatory and third party approvals.
Under the transaction, AES will become a wholly owned subsidiary of Teletrak,
and the existing AES stockholders will receive shares of Teletrak common stock
in exchange for their AES stock. Immediately prior to the transaction, Teletrak
will effect a reverse stock split and recapitalization, and change its name to
Teletrak Environmental Systems, Inc., which will have approximately 7.5 million
common shares outstanding immediately following the transaction.
AES, a privately held company, specializes in the manufacture, distribution and
licensing of industrial "mucking pumps" and related equipment. The design of
these pumps, based upon jet pump technology, makes this equipment a highly
effective portable tool for the removal of granular wet or dry materials
(including sludge, scale and slurries) -- particularly for environmental cleanup
of hazardous matter such as asbestos and lead. The motive power, compressed air
pressurized liquid, provides operating flexibility for hopper loading, vacuum
cleaning and submersible application, as well as the ability to collect and
transport materials over long distances. With no moving parts, the AES pump is
designed to be virtually maintenance free and to require no skilled labor to
operate. In 1997, AES expects to achieve revenues of approximately $2 million
and to be profitable for the year.
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.
TELETRAK ADVANCED TECHNOLOGY
SYSTEMS, INC.
Date: November 3, 1997 By: /s/ Joseph J. Farley
-------------------------
Joseph J. Farley,
President
Date: November 3, 1997 By: /s/ Scott Altman
-------------------------
Scott Altman, Treasurer
Chief Accountant and
Principal Financial
Officer
Page 9 of 9
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 302,293
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 5,050
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,750
<INCOME-PRETAX> (7,800)
<INCOME-TAX> 0
<INCOME-CONTINUING> (7,800)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (7,800)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
