U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[ x ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarterly Period Ended March 31, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ___________ to ____________
Commission file number 000-15216
AUTOCORP EQUITIES, INC.
(Exact name of small business issuer as specified in its charter)
Nevada 87-0522501
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
2470 N. Dallas Parkway, Suite 110
Plano, Texas 75093
(Address of principal executive offices)
972.378.5355
(Issuer's telephone number)
(Former name, former address and former fiscal year, if changed since last
report)
5949 Sherry Lane, Suite 525
Dallas, Texas 75225
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act 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
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 6,087,184 shares of Common
Stock, $.001 par value, as of May 31, 1999.
Transitional Small Business Disclosure Format (check one): Yes____ No X
<PAGE>
<TABLE>
<CAPTION>
INDEX
PART I - FINANCIAL INFORMATION Page
<S> <C> <C>
Item 1. Financial Statements
Condensed Consolidated Balance Sheets at March 31, 1999 (unaudited) 2
and September 30, 1998
Condensed Consolidated Statements of Operations (unaudited )for 4
the three and six months ended March 31, 1999 and September 30,
1998
Condensed Consolidated Statements of Cash Flows (unaudited) for 5
the three and six months ended March 31, 1999 and September 30, 1998
Notes to Condensed Consolidated Financial Statements (unaudited) 8
Item 2. Management's Discussion and Analysis or Plan of Operation 13
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 15
Item 2. Changes in Securities and Use of Proceeds 15
Item 3. Defaults Upon Senior Securities 15
Item 4. Submission of Matters to a Vote of Security Holders 15
Item 5. Other Information 15
Item 6. Exhibits and Reports on Form 8-K 15
Signatures
</TABLE>
<PAGE>
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
AUTOCORP EQUITIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
March 31, 1999 and September 30, 1998
March 31, September 30,
1999 1998
------------ ------------
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 260,651 $ 51,979
Accounts receivable, net 331,567 468
Inventory 434,549 95,297
------------ ------------
Total current assets 1,026,767 147,744
PROPERTY AND EQUIPMENT
Furniture and fixtures 9,677 5,500
Office equipment 184,599 4,220
Computer equipment 18,532 -
Automobiles 29,500 14,500
Machinery and equipment 12,135 10,780
Leasehold improvements 1,159 -
------------ ------------
255,602 35,000
Less accumulated depreciation
and amortization 23,437 1,361
------------ ------------
232,165 33,639
------------ ------------
OTHER ASSET
Deposits 1,000 -
Other 402 -
------------ ------------
Total assets $ 1,260,334 $ 181,383
============ ============
See accompanying notes to condensed consolidated financial statements.
2
<PAGE>
AUTOCORP EQUITIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
March 31, 1999 and September 30, 1998
March 31, Sept. 30,
1999 1998
----------- -----------
LIABILITIES AND SHAREHOLDERS' DEFICIT
CURRENT LIABILITIES:
Current portion, long-term debt $ 297,328 $ 987,153
Line of credit 432,986 -
Accounts payable and accrued expenses 504,239 1,489,961
Related party payables 2,388,441 5,678,208
Other current liabilities 191,425 188,943
----------- -----------
Total current liabilities 3,814,419 8,344,265
Long-term debt, net of current portion and net
of discounts of $0 and $5,733, respectively 18,895 1,534,606
Provision for recourse liability 2,620,000 2,320,000
Commitments and contingencies - -
SHAREHOLDERS' DEFICIT:
Convertible preferred stock, no par value,
5% non-cumulative; liquidation preference
of $1.00 per share; 10,000,000 shares
authorized, 6,578,485 issued and outstanding
at March 31, 1999 6,578,485 -
Common stock, par value $.001; 110,000,000
shares authorized, 6,087,184 and 6,099,435
shares issued and outstanding at March 31,
1999 and September 30, 1998, respectively 6,087 6,099
Additional paid-in capital 11,486,768 11,469,716
Accumulated deficit (23,026,820) (22,914,303)
Less shares held in trust (227,500) -
Less treasury stock - (569,000)
Less stock subscriptions receivable (10,000) (10,000)
----------- -----------
Total shareholders' deficit (5,192,980) (12,017,488)
----------- -----------
Total liabilities and
shareholders' deficit $ 1,260,334 $ 181,383
=========== ===========
See accompanying notes to condensed consolidated financial statements.
3
<PAGE>
<TABLE>
<CAPTION>
AUTOCORP EQUITIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
For the Three and Six Months Ended March 31, 1999 and 1998
Three Months Ended Six Months Ended
March 31, March 31,
1999 1998 1999 1998
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Net revenues $1,994,456 $ 1,899,309 $ 3,021,534 $ 3,836,431
Cost of sales 1,325,351 1,647,615 1,859,390 3,380,320
------------ ------------ ------------ ------------
Gross profit 669,105 251,694 1,162,144 456,111
Selling, administrative and
other operating expenses 1,338,168 658,205 1,983,403 1,836,300
Provision for recourse
liability (610,000) - (280,000) -
------------ ------------ ------------ ------------
Operating income/(loss) (59,063) (406,511) (541,259) (1,380,189)
Other expense:
Interest expense (3,707) (139) (166,503) (85,303)
Gain on disposition
of subsidiaries - - 595,245 -
Other - (2,348) - 25
------------ ------------ ------------ ------------
Net loss $ (62,770) $ (408,998) $ (112,517) $ (1,465,467)
============ ============ ============ ============
Net income/(loss) per share,
basic and diluted $ (.01) $ (.08) $ (.02) $ (.28)
============ ============ ============ ============
Weighted average number
of shares outstanding,
basic and diluted 6,083,848 5,201,977 6,153,353 5,169,449
============ ============ ============ ============
</TABLE>
See accompanying notes to condensed consolidated financial statements.
4
<PAGE>
<TABLE>
<CAPTION>
AUTOCORP EQUITIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the Three and Six Months Ended March 31, 1999 and 1998
Three Months Ended Six Months Ended
March 31, March 31,
1999 1998 1999 1998
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net loss $ (62,770) $ (408,998) $ (112,517) $(1,465,467)
Adjustments to reconcile
net loss to net cash
provided by/(used in)
operating activities:
Depreciation and
amortization 12,288 - 22,076 22,377
Provision for
recourse liability (610,000) - (280,000) -
Gain on disposition
of subsidiaries - - (595,245) -
Deferred income - - - (74,099)
Changes in:
Accounts receivable (143,475) 767,644 (331,099) (593,481)
Related party payables 988,301 - 988,301 (45,709)
Receivables from officers - 6,000 - (30,000)
Inventory 262,955 227,796 (339,252) 864,483
Prepaid expenses - - - 3,903
Deposits (1,000) (10,000) (1,000) (25,773)
Accounts payable and
accrued expenses 13,730 (473,375) 625,321 1,291,455
Bank overdrafts - (171,376) - -
Line of credit (169,974) - 432,986 -
Other 2,080 (10,050) 3,780 (10,050)
----------- ----------- ----------- -----------
Total adjustments 354,905 336,639 525,868 1,403,106
----------- ----------- ----------- -----------
Net cash provided by/(used
in) operating activities 292,135 (72,359) 413,351 (62,361)
----------- ----------- ----------- -----------
Cash flows from investing
activities:
Capital expenditures (48,207) (39,300) (220,602) (289,459)
----------- ----------- ----------- -----------
Net cash used in
investing activities (48,207) (39,300) (220,602) (289,459)
----------- ----------- ----------- -----------
</TABLE>
See accompanying notes to condensed consolidated financial statements.
5
<PAGE>
<TABLE>
<CAPTION>
AUTOCORP EQUITIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(UNAUDITED)
For the Three and Six Months Ended March 31, 1999 and 1998
Three Months Ended Six Months Ended
March 31, March 31,
1999 1998 1999 1998
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Cash flows from financing activities:
Principal payments
on long-term debt $ (128,333) $ - $ (154,077) $ (16,500)
Proceeds from issuance of
long-term debt - 136,273 170,000 295,837
---------- ---------- ---------- ----------
Net cash (used in) provided
by financing activities (128,333) 136,273 15,923 279,337
---------- ---------- ---------- ----------
Net increase/(decrease) in
cash and cash equivalents 115,595 24,614 208,672 (72,483)
Cash and cash equivalents
at beginning of period 145,056 56,570 51,979 153,667
---------- ---------- ---------- ----------
Cash and cash equivalents
at end of period $ 260,651 $ 81,184 $ 260,651 $ 81,184
========== ========== ========== ==========
Supplemental disclosures of cash flow information:
Cash paid for interest $ 1,226 $ 139 $ 163,623 $ 85,303
========== ========== ========== ==========
Cash paid for income taxes $ - $ - $ - $ -
========== ========== ========== ==========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
6
<PAGE>
AUTOCORP EQUITIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(UNAUDITED)
For the Three and Six Months Ended March 31, 1999 and 1998
Three Months Ended Six Months Ended
March 31, March 31,
1999 1998 1999 1998
---------- ---------- ---------- ----------
Non-cash transactions
Stock issued for
services $ - $ $ 2,737 $ -
During the three months ended December 31, 1998, the Company issued preferred
shares valued at $6,578,485 and net other equity of $355,803 in exchange for the
extinguishment of $2,223,159 of debt, $4,278,068 of related party payables and
$1,028,306 of other liabilities resulting in a net gain on disposition of
subsidiaries of $595,245. The other equity consisted of $1,724,775 in treasury
stock obtained in the disposition of the Company's subsidiaries, $227,500 of
treasury stock received into a trust, other treasury stock of $2,293,775 issued
in extinguishment of debt and liabilities and $14,303 for 22,000 shares of
common stock converted from debt at $0.65 per share.
See accompanying notes to condensed consolidated financial statements.
7
<PAGE>
AUTOCORP EQUITIES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
March 31, 1999
NOTE 1. BASIS OF PRESENTATION
In the opinion of the Company, the accompanying unaudited condensed
consolidated financial statements contain all adjustments necessary to
present fairly its financial position and the results of its operations
and cash flows for the periods shown.
Certain prior period amounts have been reclassified to conform to the
current period's presentation.
The preparation of the Company's financial statements in conformity
with generally accepted accounting principles necessarily requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates. The results of
operations for the respective three month periods are not necessarily
indicative of the results to be expected for a full year of operations.
These unaudited condensed consolidated financial statements should be
read in conjunction with the Company's annual report of Form 10-KSB for
the year ended September 30, 1998.
A summary of significant accounting policies is currently on file with
the Securities and Exchange Commission on Form 10-KSB.
During the three and six months ended March 31, 1999 and the year ended
September 30, 1998, the Company's operations were negatively impacted
by the poor performance of its automobile sales and financing
subsidiaries. The Company has a shareholder deficit of approximately
$5,100,000 at March 31, 1999 and a history of operating losses.
Management's plans to return to profitability are three-fold. First, to
divest itself of the non-productive subsidiaries by exchanging them for
stock held by the Merritt Group, a related party comprised of
individuals who were officers of the Company (see Note 11 below).
Second, to reduce debt and make arrangements to reduce the Company's
exposure to further liability by tendering equity securities to
AutoPrime (see note 7 below) in satisfaction of the Company's liability
to AutoPrime. Third, to achieve operational profitability by purchasing
and generating higher quality notes receivable.
8
<PAGE>
AUTOCORP EQUITIES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
March 31, 1999
NOTE 1. BASIS OF PRESENTATION (continued)
It is not possible to predict the success of management's subsequent
efforts to achieve profitability. If management is unable to achieve
its goals, the Company may find it necessary to undertake other actions
as may be appropriate.
The accompanying condensed consolidated financial statements do not
include any adjustments relating to the recoverability and
classification of the recorded asset amounts or the amounts and
classification of liabilities that might be necessary should the
Company be unable to continue in existence.
NOTE 2. LONG-TERM DEBT
Long-term debt at March 31, 1999 and September 30, 1998 consisted of
the following:
March 31, September 30,
1999 1998
------------ ------------
Note payable, unsecured, for
acquisition of car lot, payable
in quarterly installments of
$50,000. No interest is charged
on note. Matures March 2000 $ 184,000 $ 284,000
Note payable, unsecured, for
acquisition of finance servicing
facility, payable in monthly
installments of $9,444. No
interest is charged on
note. Matures May 2000 132,223 -
Notes payable, unsecured,
payable at maturity plus
accrued interest at rates from
8% to 24% per annum. Converted
to stock December 1998. - 2,217,884
9
<PAGE>
AUTOCORP EQUITIES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
March 31, 1999
NOTE 2. LONG-TERM DEBT (continued)
Long-term debt at March 31, 1999 and September 30, 1998 consisted of
the following:
March 31, September 30,
1999 1998
------------- -------------
Capital lease, secured by
equipment, payable in monthly
installments of $1,125 plus
interest at rates of 14% to
16% per annum. Transferred in
disposition of subsidiaries
December 1998. $ - $ 25,608
Unamortized discounts - (5,733)
------------- -------------
316,223 2,521,759
Less current portion 297,328 987,153
------------- -------------
$ 18,895 $ 1,534,606
============= =============
Maturities of this debt are as follows:
Year ended March 31, 2000 $ 297,328
2001 18,895
-------------
$ 316,223
=============
NOTE 3. LINE OF CREDIT
The Company has a $750,000 line of credit with AutoPrime to purchase
used cars for resale on the Company lots. This line of credit, or
flooring plan, is secured 100% by the vehicle inventory and interest is
charged at a rate of 6.5% over the reference rate (currently 7.75%)
resulting in an annual rate of 14.25%. The agreement is revolving and
is renewable each year. The current agreement expires November 26,
1999. There are certain covenants in the agreement that allow for an
earlier due date. At March 31, 1999 $432,986 of the line had been used,
and $317,014 was available.
10
<PAGE>
AUTOCORP EQUITIES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
March 31, 1999
NOTE 4. COMMITMENTS AND CONTINGENCIES
The Company leases office space and auto lots under noncancellable
operating lease agreements which require monthly payments of $14,904
per month and expire in August 1999. Future minimum annual payments
required under the lease are $22,535 at March 31, 1999.
The Company sells used automobiles using auto financing contracts. The
Company then sells the contracts to a finance company, generally under
a recourse agreement, whereby the Company guarantees the repayment of
the note. If the note holder defaults, the Company is responsible for
repossessing the automobile and then either paying the amount due the
finance company or substituting a new loan for the one in default.
In October 1997, the Company entered into an agreement with AutoPrime
to provide financing for the Company's automobile transactions. The
agreement allows AutoPrime to buy the notes at a percentage of face
value (averaging approximately 75%) and then to pay the Company an
additional percentage (averaging approximately 15%) on all principal
collections. The loss ratios of the notes sold have been much greater
than expected to date. However, with the change in management and a
change in the Company's lending criteria, management expects to have
better loan collection results in future periods. The loan balances and
contingent losses reserved are as follows:
March 31, September 30,
1999 1998
----------- ------------
Total liability, including
the contracts sold by
related parties. $ 8,720,000 $ 7,730,000
Recorded liability, estimated
at 30% of total contracts
outstanding $ 2,620,000 $ 2,320,000
As discussed in Note 3, 10 and 11, the Company has issued for tender to
AutoPrime 6,578,485 preferred shares, valued at $1.00 per share, which
includes 3,078,485 shares relating to recourse liability on contracts
owned by AutoPrime. The Company has an
11
<PAGE>
AUTOCORP EQUITIES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
March 31, 1999
NOTE 4. COMMITMENTS AND CONTINGENCIES (continued)
obligation to maintain the $1.00 per share value on the remaining
3,237,956 preferred shares (net of 262,044 shares released from pledge)
issued to AutoPrime (in trust), and is contingently liable for the
issuance of additional preferred shares as may be necessary to maintain
such value.
NOTE 5. PURCHASE OF LOAN PORTFOLIOS
In March 1999, the Company purchased three portfolios of finance
contracts secured by used automobiles from an auto dealership. The
Company purchased the portfolios totaling $811,935 at rates from 55% to
68% (resulting in total discounts of $293,656). The Company then sold
the notes on a full recourse basis to AutoPrime for 84% of the face
value of the loans. The purchase of the notes was booked as a cost of
sales and the sale of the notes was recorded as revenue.
NOTE 6. RELATED PARTY TRANSACTIONS
AutoPrime sold contracts to the Merritt Group and affiliates in an
aggregate amount of approximately $3,000,000, and advanced certain
additional funds, all represented by promissory notes accruing
interest at 10% per annum. The Company was a co-maker of the notes and
AutoPrime offset interest due on the loans and principal payments due
on the notes with funds due to the Company. The balances of amounts
owed to AutoPrime, primarily as a result of repurchase obligations, at
March 31, 1999 and September 30, 1998 were $2,388,441 and $5,678,208,
respectively. The Company issued two promissory notes to AutoPrime in
April 1999 to restructure this balance payable (see Note 7 below).
NOTE 7. SUBSEQUENT EVENT
In April 1999, the Company issued two promissory notes totaling
$2,534,666 to AutoPrime for the balance due AutoPrime at that date. The
notes require monthly payments of $50,000 plus interest at 9% per annum
commencing June 1, 1999.
12
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition or Plan of
Operation
(a) Plan of Operation.
Not applicable.
(b) Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Forward looking statements
This report contains forward looking statements. Additional written or
oral forward looking statements may be made by the Company from time to time in
filings with the Securities and Exchange Commission or otherwise. Such forward
looking statements are within the meaning of that term in Section 27A of the
Securities Act, and Section 21E of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). Such statements may include, but not be limited
to, projections of revenue, income, or loss, estimates of capital expenditures,
plans for future operations, products or services, financing needs or plans, as
well as assumptions relating to the foregoing. The words "believe", "expect",
"anticipate" "estimate", "project", and similar expressions identify forward
looking statements, which speak only as of the date the statement was made.
Forward looking statements are inherently subject to risks and uncertainties,
some of which cannot be predicted or quantified. Future events and actual
results could differ materially from those set forth in, contemplated by, or
underlying the forward looking statements. The Company undertakes no obligation
to publicly update or revise any forward looking statements, whether as a result
of new information, future events, or otherwise. The following disclosures, as
well as other statements in this Report on Form 10-K, including those contained
below in Part II., Item 7, "Management's Discussion and Analysis of Financial
Condition and Results of Operations," and in the notes to the Company's
consolidated financial statements, describe factors, among others, that could
contribute to or cause such differences, or that could affect the Company's
stock price.
Overview
The Company operates "Buy Here-Pay Here" used car dealerships and underwrites,
finances and services retail installment contracts generated by sales of used
cars by the Company's dealerships. In addition, the Company purchases loan
portfolios of contracts from third party dealerships and finance companies and
services these loan portfolios. The Company targets the non-prime borrowing
segment of the automobile financing industry. The Company finances much of its
operations by selling its retail sales of used cars and the contracts to various
lending sources on a full recourse basis. The contracts are sold at a 20% to 30%
discount and the Company retains certain servicing revenue from collection of
the contracts.
13
<PAGE>
Results of Operations
Net sales of used automobiles for the six months ended March 31, 1999 decreased
31% to $2,383,000 from $3,458,000 for the comparable period of the prior year.
The Company had only two car lots at March 31, 1999 as opposed to six lots at
March 31, 1998. Revenues from servicing of notes increased 74% to $639,000 from
$368,000 for the six months ended March 31, 1999 due to the Company servicing
higher-quality notes as well as a higher volume of notes.
Gross profit margins on used automobiles for the six months ended March 31, 1999
improved to 23.2% from 6.9% for the six months ended March 31, 1998. For the
quarter ended March 31, 1999 gross profit margins improved to 17.9% from
11.1%for the comparable quarter in the previous year. Management believes the
margin increases are attributable to more experienced staff, improved training,
procedural improvements in operations, and the acquisition of used cars
available for sale. Gross profit margins from the servicing of notes for the six
months ended March 31, 1999 were 90%. The Company did not start servicing notes
until the fourth quarter of 1998.
General and administrative expenses increased 8% (approximately $147,000)
compared to the six month period ended March 31, 1998, while for the quarter
ended March 31, 1999 general and administrative expenses increased by 103.3%
(approximately $680,000) when compared to the comparable quarter in the previous
year. These increases are due primarily to additional legal and professional
fees associated with the Company's Annual Form 10-K, more employees and higher
rents.
Operating losses decreased by more than $838,000 to $(541,259), when compared
with the six months ended March 31, 1998. For the quarter ending March 31, 1999
operating losses decreased more than $347,448 to $(59,063) from the same period
in the previous year.
Non-operating income during the six months ended March 31, 1999 increased
approximately $595,000 primarily due to the gain on the disposition of the
Company's subsidiaries in December 1998.
Interest expense increased by about 95.2% as compared to the prior
year's six month period ended March 31, due primarily to increased borrowings to
finance the Company's used car inventory and to service the debt to AutoPrime.
14
<PAGE>
Liquidity and Capital Resources
The Company's working capital deficiency at March 31, 1999 was
$2,788,000 compared to $8,200,000 at September 30, 1998. The $5,412,000
improvement in working capital was largely the result of the reduction and
restructuring of the debt to AutoPrime in December 1998 of $4,700,000, less
$200,000 in capital expenditures, and the conversion $700,000 of current
maturities of long-term debt to stock.
Year 2000 Compliance
We are working to address and prepare for the potential impact of the
year 2000 on the ability of our computerized information systems to accurately
process information that may be date-sensitive. Any of our programs that
recognize a date using "00" as the year 1900 rather than the year 2000 could
result in errors or system failures. We utilize a number of computer programs
across our entire operation. We have not completed our assessment, but currently
we believe that the costs of addressing this issue will not have a materially
adverse impact on our financial position.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Previously reported in Form 10-KSB, filed June 28, 1999.
Item 2. Changes in Securities and Use of Proceeds.
Previously reported in Form 8-K filed on March 11, 1999.
Item 3. Defaults Upon Senior Securities.
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable.
Item 5. Other Information
Not applicable.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Attached as Exhibits are the following documents:
27.Financial Data Schedule.
(b) Reports on Form 8-K
The following reports on Form 8-K were filed during the quarter ending
March 31, 1999:
o Form 8-K, filed February 17, 1999.
o Form 8-K, filed March 11, 1999.
15
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
has caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
AutoCorp Equities, Inc.
Registrant
Date: June 28, 1999 By: /s/ Charles W. Norman
-----------------------------------------
Charles W. Norman
President and Chief Executive Officer
(Principal Executive Officer and Principal
Financial Officer)
16
<PAGE>
INDEX TO EXHIBITS
Attached as Exhibits are the following documents:
27. Financial Data Schedule.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
</LEGEND>
<CIK> 0000790066
<NAME> AutoCorp Equities, Inc.
<MULTIPLIER> 1
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<EXCHANGE-RATE> 1
<CASH> 260,651
<SECURITIES> 0
<RECEIVABLES> 331,567
<ALLOWANCES> 0
<INVENTORY> 434,549
<CURRENT-ASSETS> 1,026,767
<PP&E> 255,602
<DEPRECIATION> (23,437)
<TOTAL-ASSETS> 1,260,334
<CURRENT-LIABILITIES> 3,814,419
<BONDS> 0
0
0
<COMMON> 6,087
<OTHER-SE> (11,777,552)
<TOTAL-LIABILITY-AND-EQUITY> 1,260,334
<SALES> 1,994,456
<TOTAL-REVENUES> 1,994,456
<CGS> 669,105
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,707
<INCOME-PRETAX> (62,770)
<INCOME-TAX> 0
<INCOME-CONTINUING> (62,770)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (62,770)
<EPS-BASIC> (.01)
<EPS-DILUTED> (.01)
</TABLE>
