<PAGE> 1
Form 10-Q/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
--------------
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission file number 0-15960
U.S. Technologies Inc.
(Exact name of Registrant as specified in its charter.)
<TABLE>
<S> <C> <C>
State of Delaware 73-1284747
(State of Incorporation) (I. R. S. Employer
Identification No.)
3901 Roswell Road, Suite 300
Marietta, Georgia 30062
(Address of principal executive offices.)
</TABLE>
Registrant's telephone number,
including area code: (770) 565-4311
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 [..]
The number of shares outstanding of the Registrant's common stock, par
value at $0.02 November 11, 1997, was 27,921,063.
<PAGE> 2
PART I. Financial Information
Item 1. Financial Statements:
U.S. TECHNOLOGIES INC.
CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
September 30,
1997 December 31,
(Unaudited) 1996
------------ ------------
<S> <C> <C>
Current assets:
Cash in bank $ 117,944 $ 1,548
Accounts receivable trade, net 590,165 238,647
Inventories, net 171,400 472,227
Prepaid expenses 17,899 273
------------ ------------
Total current assets 897,408 712,695
------------ ------------
Property and equipment, net 148,886 146,118
------------ ------------
Other assets:
Investment - technologies and goodwill, net -- 1,519,917
Note receivable - related party 270,000 270,000
Other assets 8,170 3,952
------------ ------------
Total other assets 278,170 1,793,869
------------ ------------
Total assets $ 1,324,464 $ 2,652,682
============ ============
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY (CAPITAL DEFICIT)
<S> <C> <C>
Current liabilities:
Accounts payable trade $ 932,761 $ 806,204
Accrued expenses 784,799 613,958
Notes payable, current portion 12,000 --
------------ ------------
Total current liabilities 1,729,560 1,420,162
------------ ------------
Notes payable, less current portion 164,569 144,000
------------ ------------
Stockholders' equity (capital deficit):
Preferred stock - $.02 par value; 10,000,000 shares
authorized; no shares issued -- --
Common stock - $.02 par value; 40,000,000 shares
authorized; 27,907,263 and 21,857,263 shares
issued and outstanding at September 30, 1997,
and December 31, 1996, respectively 560,966 437,146
Additional paid-in capital 12,258,237 11,729,811
Accumulated deficit (13,175,276) (10,928,232)
Stock receivable (213,592) (150,205)
------------ ------------
Total stockholders' equity (capital deficit) (569,665) 1,088,520
------------ ------------
Total liabilities and stockholders' equity (capital deficit) $ 1,324,464 $ 2,652,682
============ ============
</TABLE>
The accompanying notes are an integral part
of the consolidated financial statements.
2
<PAGE> 3
U.S. Technologies Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended September 30,
----------------------------------------
1997 1996
---- ----
<S> <C> <C>
Net Sales $ 2,964,764 $ 707,713
------------ ------------
Operating costs and expenses:
Cost of sales 2,562,156 1,345,878
Selling expense 44,893 144,546
General and administrative expense 809,124 501,988
Impairment of long lived assets 1,408,839 --
Restructuring charge 196,903 --
Other - litigation 252,256 --
------------ ------------
Total operating costs and expenses 5,274,171 1,992,412
------------ ------------
Loss from operations (2,309,407) (1,284,699)
Other income (expense)
Other income 81,316 6,965
Interest expense (18,953) (52,639)
Other expense -- (3,532)
------------ ------------
Total other income (expense) 62,363 (49,206)
------------ ------------
Net loss $ (2,247,044) $ (1,333,905)
============ ============
Basic and diluted loss per common share $ (0.09) $ (0.08)
============ ============
Weighted-average common shares outstanding 25,098,069 17,118,508
============ ============
</TABLE>
The accompanying notes are an integral part
of the consolidated financial statements.
3
<PAGE> 4
U.S. Technologies Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended September 30,
--------------------------------
1997 1996
---- ----
<S> <C> <C>
Net Sales $ 1,230,964 $ 296,004
------------ ------------
Operating costs and expenses:
Cost of sales 891,210 497,576
Selling expense 23,829 18,863
General and administrative expense 291,676 211,010
------------ ------------
Total operating costs and expenses 1,206,715 727,449
------------ ------------
Income (loss) from operations 24,249 (431,445)
Other income (expense)
Other income 384 362
Interest expense (7,005) (5,595)
------------ ------------
Total other income (expense) (6,621) (5,233)
------------ ------------
Net income (loss) $ 17,628 $ (436,678)
============ ============
Basic and diluted earnings (loss) per common share $ 0.00 (0.02)
============ ============
Weighted-average common shares outstanding 27,907,263 17,647,181
============ ============
</TABLE>
The accompanying notes are an integral part
of the consolidated financial statements.
4
<PAGE> 5
U.S. Technologies Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended September 30,
--------------------------------
1997 1996
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net loss $(2,247,044) $(1,333,905)
Adjustments to reconcile net loss to
net cash used in operating activities:
Depreciation and amortization 165,983 322,999
Impairment of long lived assets 1,408,839 --
Loss on write-down of inventory 306,888 --
Changes in certain assets and liabilities:
Accounts receivable (351,518) (48,847)
Inventories (6,061) (78,932)
Prepaid expense (17,626) (9,802)
Accounts payable 126,557 457,083
Accrued expenses 170,841 355,489
----------- ----------
Net cash used by operating activities (443,141) (335,915)
----------- ----------
Cash flows from investing activities:
Equipment purchases (57,673) --
Increase in other assets (4,218) (740)
----------- ----------
Net cash used in investing activities (61,891) (740)
----------- ----------
Cash flows from financing activities:
Proceeds from issuance of common stock 588,859 --
Payments of notes payable 36,000 --
Increase in notes payable (3,431) 326,200
----------- ----------
Net cash provided by financing activities 621,428 326,200
----------- ----------
Increase (decrease) in cash 116,396 (10,455)
Cash, beginning of period 1,548 25,860
----------- ----------
Cash, end of period $ 117,944 $ 15,405
=========== ==========
</TABLE>
Supplemental schedule of noncash investing and financing activities:
Common stock in the amount of 633,870 shares was
acquired through a stock subscription receivable
in the amount of $63,387.
The accompanying notes are an integral part
of the consolidated financial statements.
5
<PAGE> 6
U.S. Technologies Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
1. CONSOLIDATED FINANCIAL STATEMENTS
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with the instructions to Form 10-Q and do not
include all of the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. These statements should be
read in conjunction with the consolidated financial statements and notes
thereto, included in the Company's 1996 and 1997 Form 10-K as filed with the
Securities and Exchange Commission.
The results of operations for the periods presented are not necessarily
indicative of the operating results for the full year.
2. EARNINGS PER SHARE
The Company has adopted the provisions of SFAS No. 128, "Earnings per
Share", which is effective for fiscal years ending after December 15, 1997.
Basic earnings per common share is based on the weighted average number of
common shares outstanding during the period. Diluted earnings per share includes
the dilutive effect of common stock equivalents. For all periods presented
diluted earnings per share have not been presented because stock options and
warrants which comprised common stock equivalents would have been anti-dilutive.
3. ACCOUNTS RECEIVABLE
Accounts receivable - trade at September 30, 1997 and December 31,
1996, is net of an allowance for doubtful accounts in the amount of $6,268 and
$90,953, respectively.
4. INVENTORIES
At September 30, 1997, and December 31, 1996, inventories consisted of
the following:
<TABLE>
<CAPTION>
1997 1996
---- ----
<S> <C> <C>
Raw materials $ 957,142 $ 984,811
Work in progress 106,146 72,416
------------ -----------
1,063,288 1,057,227
Reserve for obsolescence (891,888) (585,000)
------------ -----------
$ 171,400 $ 472,227
============ ===========
</TABLE>
During the nine months ended September 30, 1997, raw materials
inventory was written-down to its estimated fair market value by increasing the
reserve for obsolescence and loss due to write-off of inventory in the amount of
$306,888.
6
<PAGE> 7
5. PROPERTY AND EQUIPMENT
At September 30, 1997, and December 31, 1996, property and equipment
consisted of the following:
<TABLE>
<CAPTION>
1997 1996
---- ----
<S> <C> <C>
Equipment $ 1,058,716 $ 936,559
Furniture and fixtures 164,056 164,056
Leasehold improvements 123,520 123,520
------------ ------------
1,281,808 1,224,135
Less accumulated depreciation (1,132,922) (1,078,017)
------------ ------------
$ 148,886 $ 146,118
============ ============
</TABLE>
6. IMPAIRMENT CHARGE, RESTRUCTURING CHARGE AND OTHER - LITIGATION
As a result of changes in the Company's management in 1997, a thorough
evaluation of the Company's operations was undertaken, including , among other
things, the carrying value of long lived assets in light of the recurring
operating losses and uncertainty regarding the recoverability of such assets.
Effective April 1, 1997, management determined that based on the current market
conditions and an analyses of the projected undiscounted future cash flows
calculated in accordance with the provisions of SFAS No. 121, the carrying
amount of its goodwill and investments in technology may not be recoverable. The
resultant impairment of these long lived assets necessitated a write-down of
$1,408,839, comprised of unamortized goodwill and investments in technologies of
Newdat and Senson, acquired in January, 1995.
Management also evaluated personnel requirements in light of the
current level and mix of operating revenues. The evaluation resulted in
management, sales and administrative personnel being reduced from 16 to three,
and the number of inmate employees being reduced from approximately 125 to
approximately 75. Effective April 1, 1997, The Company accrued a restructuring
charge in the amount of $196,903 to record the costs of severance and lay-off of
excess personnel.
Also, effective on April 1, 1997, the Company recognized a charge in
the amount of $252,256 to accrue losses related to outstanding litigation.
7. RELATED PARTIES
Ms. Carolyn Meehan, wife of Mr. William Meehan, president and CEO of
the Company until his resignation in January , 1997, is president of Carlton
Technologies Limited ("Carlton") with whom the Company had various loans during
1995 and 1996. Many of these loans were retired by the issuance of the Company's
common stock in exchange for the debt. At December 31, 1996, the Company had a
receivable of $150,205 from the issuance of common stock in excess of debt to
Carlton. This amount was reclassified as a reduction in stockholders' equity as
of December 31, 1996.
Mr. Kenneth H. Smith, Chairman of the Board of Directors, President and
CEO of the Company has a note receivable from the Company in the amount of
$270,000 as of September 30, 1997 and December 31, 1996. This note bears
interest at 8% and is due December 31, 1998. Mr. Smith has also executed a note
receivable from the Company in the amount of $63,387, related to the acquisition
of his interest in the Company which is recognized as a reduction in
stockholders' equity. The note bears interest at 8% and is due December 31,
1998.
7
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
The following discussion should be read in conjunction with the consolidated
financial statements of the Company (including the notes thereto) included in
the Company's Form 10-K for the years ended December 31, 1996 and 1997.
GENERAL. Effective January 1, 1997, the Company entered into an agreement under
which a majority of the Company's stock was acquired by Mr. Kenneth H. Smith and
Mr. James V. Warren. As a condition of the acquisition, all the Company's prior
Board of Directors and management resigned. Mr. Smith and Mr. Warren assumed
control of the Board of Directors and Mr. Smith assumed control of operations of
the Company. During 1997, a new management team was assembled and the Company's
operations have been restructured.
OVERVIEW. The Company reported losses in each of the last three years for a
variety of reasons. During 1995, the Company attempted, with little success, to
rebuild its customer base, most of which had been lost in 1994 due to poor
production and quality at the Company's PIE operation at LTI. In response to
this, the Company began a search to find and acquire products or technologies
which could be produced with the Company's PIE labor force. Unfortunately, the
plan to acquire companies and products did not succeed and the Company did not
begin to take steps to control costs or reduce the size of its workforce. In
1996, these same problems persisted as revenues declined below 1995 levels while
staffing and expenses continued unabated.
In January 1997, as part of the transaction through which control of the Company
passed to the new management team, the Company received a significant infusion
of equity capital of approximately $536,000. This capital infusion was used to
finance the significant expansion of the Company's operations. The new
management team took immediate steps to cut costs and improve production
management, product quality and customer service. All these steps resulted in an
immediate increase in revenues with existing customers and opportunities to
serve new customers. These steps also resulted in the recognition of a
restructuring charge to recognize the cost of severance and lay-off of excess
personnel of approximately $197,000.
The new management team also made a thorough evaluation of the value of the
assets acquired by prior management and took appropriate steps to write off the
value of assets which would not be realized, totaling approximately $1,409,000,
and obsolete inventory, in the amount of approximately $307,000. The new
management team also acted to resolve most of the outstanding litigation,
inherited from prior management, recognizing a charge of approximately $252,000.
RESULTS OF OPERATIONS. The following analyses compare the results of operations
for the quarter and nine months ended September 30, 1997, to the quarter and
nine months ended September 30, 1996.
PERIODS ENDED SEPTEMBER 30, 1997 COMPARED TO PERIODS ENDED SEPTEMBER 30,
1996. During the three months ended September 30, 1997, the Company had net
income of $17,628 or $0.00 per weighted-average share, and in the nine months
ended September 30, 1997 the Company had a net loss of $2,247,044 or $0.09
per weighted-average share on net sales of $1,230,964 and $2,964,764,
respectively. During the same three and nine month periods in 1996, the
Company reported net losses of $436,678 or $0.02 per weighted-average share,
and $1,333,905 or $0.08 per weighted-average share on net sales of $296,004
and $707,713, respectively. Net sales increased 316% and 319%, respectively,
as a result of improvements instituted by the Company's new management which
included; converting all sales employees to commission-only sales agents,
improved bidding techniques, improved product quality and faster service.
Effective April 1, 1997, the Company recognized a $1,408,839 non-cash charge
for the impairment of long lived assets to write-off all remaining assets
described as investments in technologies and goodwill. These included the
remaining unamortized cost of acquired technologies and goodwill of acquired
companies. The assets and technologies, which had been inactive during 1997
and 1996, were thoroughly evaluated by the Company's new management and found
to have no value. During the first quarter of 1997, amortization of these
assets totaled $111,078.
Effective April 1, 1997 the Company also recognized a charge to restructure
the Company's operations in the amount of $196,903, representing the costs of
severance to terminate thirteen management, sales and
8
<PAGE> 9
administrative positions and lay-off 50 inmates at LTI. The Company also
recognized a charge in the amount of $252,256, representing an accrual for
losses and the cost to defend the Company from a variety of lawsuits with
third parties and the Company's former management.
Finally on April 1, 1997, the Company recognized a non-cash charge to adjust
its inventory reserve for obsolescence to write-off all remaining obsolete
inventory in the amount of $306,888.
Excluding the impairment charge of $1,408,839, the related first quarter
amortization of $111,078, the restructuring charge of $196,903, the charge to
accrue the cost to resolve outstanding litigation in the amount of $252,256,
and the write-off of obsolete inventory of $306,888 the Company's pretax
profit for the nine months ended September 30, 1997, would likely have been
$28,920. Compared with the $1,333,905 loss reported for the nine months ended
September 30, 1996, the results in 1997 improved by $1,362,825. Excluding the
nonrecurring charges EBITDA for the nine months ended September 30, 1997 was
$102,778. EBITDA was negative $958,267 for the nine months ended September
30, 1996, this represents an increase of $1,061,045.
In the three and nine months ended September 30, 1997, cost of goods sold,
excluding the second quarter charge to write-off all remaining obsolete
inventory in the amount of $306,888, was $891,210 and $2,255,268, which
represented 72% and 76%, respectively, of net sales. During the three and
nine months ended September 30, 1996, cost of goods sold was $497,576 and
$1,345,878, which represented 168% and 190%, respectively, of net sales. The
improvement in the Company's cost of goods sold as a percentage of net sales
is a direct result of changes instituted by the Company's new management and
the recognition of the charges described above, improved production
management, improved purchasing procedures, improved bidding procedures and
improved quality.
Selling expenses for the three and nine months ended September 30, 1997 were
$23,829 and $44,893, respectively, representing 2% and 2% of net sales,
respectively. During the three and nine months ended September 30, 1996,
selling expenses in the amount of $18,863 and $144,546, respectively,
represented 6% and 18% of net sales, respectively. These expenses decreased
as a percentage of net sales primarily due to the termination of the
Company's full-time sales employees and replacing their efforts with
independent sales agents, compensated on a commission only basis. The
improvement in performance on a percentage basis was also affected by
increased sales volume in 1997.
General and administrative expenses during the three and nine months ended
September 30, 1997, were $291,676 and $809,124, which represented 24% and 27%
of net sales respectively. During the three and nine months ended September
30, 1996, general and administrative expenses were $211,010 and $501,998,
which represented 71% and 71% of net sales, respectively. The improvements in
general and administrative expenses are attributable to the charges described
above, new management's efforts to control costs and increased sales in 1997.
The 100% valuation allowance against the Company's $8,834,369 net operating loss
carry forward continues to be recognized at September 30, 1997. As a result of
the series of transactions through which the Company's new management gained
control in 1997, the Company is limited in the utilization of prior accumulated
net operating losses and anticipates that $573,561 per year of net operating
losses are available to offset future annual taxable income. The Company expects
to pay taxes in 1998 in accordance with the provisions of the alternative
minimum tax and various state income tax laws as the Company's operations are
anticipated to expand.
LIQUIDITY AND CAPITAL RESOURCES. During the nine months ended September 30, 1997
and 1996 the Company experienced negative operating cash flows of $443,141 and
$335,915, respectively. Negative cash flows from operations resulted principally
from the operating losses incurred during these periods which, during 1997, were
partially offset by non-cash reductions of (1) $165,983 for depreciation and
amortization, (2) $1,408,839 of charges for impairment of long lived assets and
(3) $306,888 for inventory valuation allowance. The primary uses of cash during
the first nine months of 1997 were to fund the increase in accounts
receivable attributable to increased sales volume. During the first nine months
of 1996, the Company increased its accounts payable and accrued expenses by
$457,083 and $355,489, respectively, which contributed to the funding of
negative cash flow from operations, but severely impaired the Company's
relations with its suppliers
Cash used in investing activities of $61,891 the first nine months of 1997 was
primarily for the purchase of equipment.
Cash provided by financing activities was $621,421 during first nine months of
1997, primarily as a result of the issuance of common stock in connection with
the change in the Company's management. During the first
9
<PAGE> 10
nine months of 1996 the company completed a private placement of debt and other
borrowings from companies controlled by prior management, resulting in cash
provided by financing activities totaling $326,200.
The improvements described above were the result of new management's efforts to
improve relations with its suppliers described above. In an effort to improve
cash flow from operations, during 1997, management also reached an agreement
with its largest customer by which this customer pays for products produced by
the Company on the 15th and 30th of each month. The Company has also negotiated
favorable terms for payment with several key suppliers and one former supplier.
While the Company was able to increase its sales volume by approximately 319%
during the nine months ended September 30, 1997, and substantial progress was
made by improving all aspects of operating costs net working capital declined by
$124,685 from a negative $707,467 as of December 31, 1996, to a negative
$832,152 as of September 30, 1997. Accounts receivable increased by $351,518 to
$590,165, representing approximately 54 days sales, at September 30, 1997, from
$238,647, representing approximately 62 days sales as of December 31, 1996. This
improvement was the result of new management's efforts to improve quality and
service to its customers. Inventory declined by $300,827 to $171,400 at
September 30, 1997 from $472,227 at December 31, 1996 primarily as a result of
the $306,888 write down of obsolete inventory during the second quarter of 1997.
Accounts payable increased by $126,557 to $932,761, representing approximately
112 days cost of sales, excluding changes in the inventory valuation allowance,
from $806,204, representing approximately 132 days cost of sales, excluding
changes in the inventory valuation allowance. This improvement was the result of
new management's efforts to improve relations with its suppliers described
above. Management believes that the Company's working capital position will
improve in 1998.
The Company's expansion into additional WCC and state corrections facilities in
will be financed through profitable operations, positive operating cash flows
and additional equity financing. The Company may also enter into debt financing
arrangements through private placements or through bank credit facilities.
If it became necessary for a significant cash infusion to fund its expansion or
operations, the Company could pursue several courses of action. The Company
could factor its accounts receivable which are primarily with Fortune 1000
companies, also, all of the Company's assets, including inventory and fixed
assets, are unencumbered and could be used as collateral, if needed. Management
believes that these cash infusion measures could raise up to $500,000, depending
upon the underlying value of the assets. In addition, if it became necessary,
management could reduce certain fixed costs by reducing personnel at its
Lockhart, Texas location and its corporate headquarters in Marietta, Georgia.
Management estimates that the annualized cost savings from these reduction
measures could total approximately $200,000.
The Company's continued existence is dependent upon its ability to continue to
resolve its unfavorable liquidity status. While there is no assurance that such
problems can be resolved, the Company believes there is a reasonable expectation
of achieving that goal through cash generated from operations, the expansion of
operations and the sale of additional stock through private placements. Should
the Company be unable to achieve its financial goals, the Company may be
required to significantly curtail its operations.
INFLATION. Inflation has not had a material impact on the Company's operations.
COMPUTER SYSTEMS. The Company is currently evaluating its computer systems to
determine whether modifications and expenditures will be necessary to make its
systems and those of its vendors compliant with year 2000 requirements. These
requirements have arisen due to the widespread use of computer programs that
rely on two-digit date codes to perform computations or decision-making
functions. Many of these programs may fail as a result of their inability to
properly interpret date codes beginning January 1, 2000. For example, such
programs may interpret "00" as the year 1900 rather than 2000. In addition, some
equipment, being controlled by microprocessor chips, may not deal appropriately
with the year "00". The Company believes it will timely meet its year 2000
compliance requirements and does not anticipate that the cost of compliance will
have a material adverse effect on its business, financial condition or results
of operations. However, there can be no assurance that all necessary
modifications will be identified and corrected or that unforeseen difficulties
or costs will not arise. In addition, there can be no assurance that the systems
of other companies on which the Company's systems rely will be modified on a
timely basis, or that the failure by another company to properly modify its
systems will not negatively impact the Company's systems or operations.
10
<PAGE> 11
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995. Certain statements in this quarterly report on form 10-Q/A contain
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995, which statements can generally be identified by
use of forward-looking terminology, such as "may," "will," "expect," "estimate,"
"anticipate," "believe," "target," "plan," "project," or "continue" or the
negatives thereof or other variations thereon or similar terminology, and are
made on the basis of management's plans and current analyses of the Company, its
business and the industry as a whole. These forward-looking statements are
subject to risks and uncertainties, including, but not limited to, economic
conditions, competition, interest rate sensitivity and exposure to regulatory
and legislative changes. The above factors, in some cases, have affected, and in
the future could affect, the Company's financial performance and could cause
actual results for 1998 and beyond to differ materially from those expressed or
implied in such forward-looking statements, even if experience or future changes
make it clear that any projected results expressed or implied therein will not
be realized.
.
11
<PAGE> 12
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.
U.S. TECHNOLOGIES INC.
DATE: April 15, 1998 BY: /s/ K. H. Smith
--------------------------
K. H. Smith
President and CEO
12
<PAGE> 13
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Description
- ----------- -----------
<S> <C>
27 Financial Data Schedule (for SEC use only)
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF US TECHNOLOGIES, INC. FOR THE NINE MONTH PERIOD ENDED
SEPTEMBER 30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<RESTATED>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 117,944
<SECURITIES> 0
<RECEIVABLES> 590,165
<ALLOWANCES> 6,268
<INVENTORY> 171,400
<CURRENT-ASSETS> 897,408
<PP&E> 1,281,808
<DEPRECIATION> 1,132,922
<TOTAL-ASSETS> 1,324,464
<CURRENT-LIABILITIES> 1,726,560
<BONDS> 0
0
0
<COMMON> 560,966
<OTHER-SE> (1,130,631)
<TOTAL-LIABILITY-AND-EQUITY> 1,324,464
<SALES> 2,964,764
<TOTAL-REVENUES> 2,964,764
<CGS> 2,562,156
<TOTAL-COSTS> 5,274,171
<OTHER-EXPENSES> (62,363)
<LOSS-PROVISION> 6,268
<INTEREST-EXPENSE> 18,953
<INCOME-PRETAX> (2,247,044)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,247,044)
<DISCONTINUED> 0
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