SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934.
For the quarterly period ended June 30, 1996.
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934.
For the transition period from __________ to __________
Commission file number 0-18122
ANTENNAS AMERICA, INC.
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(Exact name of small business issuer as specified in its charter)
Utah 87-0454148
- -------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4860 Robb Street, Suite 101,
Wheat Ridge, Colorado 80033
- -------------------------------- -----------------
(Zip Code)
(303) 421-4063
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(Issuer's telephone number, including area code)
4880 Robb Street, Unit #6, Wheat Ridge, Colorado 80033
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(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) has 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
----- -----
As of June 30, 1996 the Registrant had outstanding 70,939,422 shares of its
common stock, par value $.0005.
Transitional Small Business Disclosure Format (Check One):
Yes _____ No __X__
<PAGE>
ANTENNAS AMERICA, INC.
FORM 10-QSB
JUNE 30, 1996
TABLE OF CONTENTS
-----------------
Page No.
Part I
Item 1. Financial Statements
Balance Sheet as of June 30,1996 3
Statements of Operations for the Three and
Six Months Ended June 30, 1996 and 1995 4
Statements of Cash Flows for the Six Months
Ended June 30, 1996 and 1995 5
Note to Financial Statements 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 7-8
Part II
Item 6. Exhibits and Reports on Form 8-K 9
2
<PAGE>
ANTENNAS AMERICA, INC.
BALANCE SHEET
FOR THE PERIOD ENDED JUNE 30, 1996
ASSETS 6/30/96
------ -------
Current Assets:
Cash $ 22,961
Accounts Receivable $261,951
Inventories $204,428
Prepaid Expenses $ 16,319
Tax Asset (NOL) $256,984
--------
$762,643
Machinery & Equipment net of
accumulated depreciation $136,715
Other assets:
Intangible assets net of
accumulated amortization $ 48,871
Deposits $ 24,112
--------
Total Assets $972,341
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
Current Liabilities:
Notes Payable $254,914
Accounts Payable-Trade $211,100
Accounts Payable-related party $ 3,863
Accrued employee compensation $ 3,899
Other accrued liabilities $ 83,665
Customer deposits $ 24,432
--------
Total current liabilities $581,873
Notes payable, officers $128,662
Shareholders' Equity
Common stock, .0005 par value,
250,000,000 shares authorized
70,939,422 shares issued and
outstanding. $ 35,570
Paid in capital $586,090
Subscriptions to common stock $139,000
Retained earnings (deficit) ($498,854)
---------
Total Equity $261,806
Total Liabilities and Equity $972,341
3
<PAGE>
<TABLE>
<CAPTION>
ANTENNAS AMERICA, INC.
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 1996 AND 1995
SIX MONTHS ENDED THREE MONTHS ENDED
-------------------------------------------------------------------------------
6/30/96 6/30/95 6/30/96 6/30/95
------- ------- ------- -------
<S> <C> <C> <C> <C>
Sales, Net $962,947 $838,157 $445,541 $485,541
Cost of Sales $575,544 $563,300 $279,635 $326,351
-------- -------- -------- --------
Gross Profit $387,403 $274,857 $165,906 $159,190
Selling, general and
administrative expenses $365,969 $224,531 $187,018 $136,724
-------- -------- -------- --------
Income (loss) from
operations $ 21,434 $ 50,326 ($ 21,112) $ 22,466
-------- -------- --------- -------
Other income and (expense):
Misc. Income $ 781 $ 6,338 $ 0 $ 0
Gain from debt cancellation $ 42,527 $ 2,650 $ 42,527 $ 872
Interest expense ($ 32,667) ($ 6,285) ($ 15,128) ($ 2,766)
Income from sale of mobile
antennas $ 0 $ 29,359 $ 0 $ 18,940
--------- --------- --------- --------
Net income (loss)
before income taxes $ 32,075 82,388 $ 6,287 $ 39,512
--------- --------- --------- --------
Income tax $ 10,906 $ 28,034 $ 2,138 $13,434
--------- --------- --------- -------
Net income (loss) $ 21,169 $ 54,354 $ 4,149 $26,078
Average shares outstanding 70,939,422 69,145,535 70,939,422 69,145,535
4
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Antennas America, Inc.
Consolidated Statements of Cash Flows
For The Six Months Ended June 30, 1996 and 1995
(Unaudited)
1996 1995
------------- ------------
<S> <C> <C>
Net income $ 21,169 $ 54,353
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 17,509 7,600
Gain from debt cancellation - (8,115)
Utilization of net operating loss 2,138 28,034
Changes in assets and liabilities:
(Increase) decrease in accounts receivable 13,620 (96,851)
(Increase) decrease in inventory (42,112) (22,969)
(Increase) decrease in deferred tax asset 8,768 -
(Increase) decrease in prepaid expenses (12,674) 456
(Increase) decrease in other assets (2,037) (22,673)
Increase (decrease) in accounts payable and
accrued expenses (3,862) 77,026
Increase (decrease) in customer deposits 24,432 93
--------- ---------
Total adjustments 3,644 (37,399)
--------- ---------
Net cash provided by (used in) operating activities 26,951 (16,954)
--------- ---------
Cash flows from investing activities:
Patent acquisition costs (18,074) -
Acquisition of plant and equipment (45,150) (18,953)
--------- ---------
Net cash (used in) investing activities (63,224) (18,953)
--------- ---------
Cash flows from financing activities:
Common stock subscriptions 125,250 40,000
Repayment of officer loans (20,192) (21,861)
Proceeds from note payable 36,000 -
Purchase of officer's stock (30,000) -
Repayment of notes payable (67,735) (14,419)
--------- ---------
Net cash provided by financing activities 43,323 3,720
--------- ---------
Increase in cash 7,050 1,721
Cash, beginning of period 15,911 7,026
--------- ----------
Cash, end of period $ 22,961 $ 8,747
--------- ----------
See accompanying note to financial statements.
5
</TABLE>
<PAGE>
ANTENNAS AMERICA, INC.
NOTE TO FINANCIAL STATEMENTS
June 30, 1996
The unaudited financial statements included herein were prepared from
the books of the Company in accordance with generally accepted accounting
principles and reflect all adjustments which are, in the opinion of management,
necessary to provide a fair statement of the results of operations and financial
position for the interim periods. Such financial statements generally conform to
the presentation reflected in the Company's Annual Report on Form 10-KSB for the
year ended December 31, 1995, and reflect adjustments which are solely of a
normal, recurring nature. The current interim periods reported herein are
included in the fiscal year subject to independent audit at the end of the year.
6
<PAGE>
ANTENNAS AMERICA, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
For the period ended June 30,1996
RESULTS OF OPERATIONS
The Company's net income for the three and six months ended June 30,1996
was $4,149 and $21,169 respectively as compared with $26,078 and $54,354 for the
three and six months ended June 30,1995. The net income for the three and six
month periods ended June 30, 1996 includes $42,527 of gain from debt
cancellation as compared to $872 and $2,650 gain from debt cancellation,
respectively for the three and six month periods ended June 30 1995. Income
(loss) from operations was ($21,112) and $21,434, respectively, for the three
and six month periods ended June 30, 1996 as compared to $22,466 and $50,326,
respectively for the three and six month periods ended June 30, 1995. The
decrease in profits is primarily attributable to the increase in selling,
general and administrative expenses related to the design and development of new
antenna products to be introduced in the third and fourth quarters of 1996.
Interest expense, rent and advertising costs increased an aggregate of $96,926
compared to the respective year earlier periods. The rent increase was
attributable to the Company's occupying a larger amount of space primarily to
accommodate higher production levels. Revenues from operations decreased 8% for
the three months ended June 30,1996 as compared to June 30, 1995 and increased
15% for the six months ended June 30, 1996 compared to the year earlier period.
During the three month period, revenues were lower in part because the Company
did not ship antennas during the transition period to Lojack Corp. due to the
design, development, and implementation for the new antenna system to meet
increased demand and to further offer more installation options for its stolen
vehicle recovery system. The Company received a purchase order from Lojack
Corporation for these new antennas to be delivered through June 1997. Further,
the Company did not have the benefit of sales to another customer for the 1996
three month period due to a sub-contractor of the Company providing sub-standard
materials for products shipped in the last quarter of 1995 and first quarter of
1996. The Company has identified the problem and is in the process of reapplying
the correct materials and expects sales to resume no later than August 1996. The
Company intends to take action against the supplier of the materials to recoup
its costs to rework the products as well as, but not limited to, additional out
of pocket expense.
Gross profit margin (gross profit divided by net sales) for the three
months and six months ended June 30, 1996 increased 4% and 7%, respectively, as
compared to the three and six months ended June 30, 1995. This increase is
attributable to the increase in production efficiency of the Company's
production in general but primarily to the increased profit generated by the
Company's mobile antenna product line.
7
<PAGE>
FINANCIAL CONDITION
The Company's current assets increased 29% from $593,443 for the year ended
December 31,1995 to $762,643 for the six months ended June 30,1996. This
increase is primarily attributable to an increase in the Company's inventory and
the increase in the tax asset recognized for the tax loss carryforward.
Total liabilities decreased $31,000 as compared to December 31, 1995.
Shareholders' equity improved by $116,419 from $145,387 at December 31,1995 to
$261,806 at June 30, 1996. The increase results primarily from the sale of
$139,000 of the Company's common stock, which was partially offset by the
Company's $30,000 repurchase of two million shares at $.015 per share, and also
from the $21,169 of net income recognized by the Company for net income.
At June 30, 1996, the Company is operating on a positive cash flow basis
from its operations. Effective June 7, 1996 the Company initiated the sale of up
to 5,000,000 shares of its common stock at a price of $.10 per share. As of June
30, 1996 the Company had sold $139,000 of the maximum amount of $500,000. On
July 9, 1996 the Board of Directors of the Company extended the offering date to
September 15, 1996.
8
<PAGE>
PART II - OTHER INFORMATION
ITEM 6. Exhibits And Reports On Form 8-K
(a) Exhibits.
None
(b) Reports on Form 8-K.
No reports on Form 8-K were filed by the Registrant during the
quarter ended June 30, 1996.
9
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act Of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
ANTENNAS AMERICA, INC.
Date: August 13, 1996 By: /S/ RANDALL P. MARX
---------------------------------
Randall P. Marx
Chief Executive Officer
and Principal Financial Officer
10
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1996
<CASH> 22,961
<SECURITIES> 0
<RECEIVABLES> 261,951
<ALLOWANCES> 0
<INVENTORY> 204,428
<CURRENT-ASSETS> 786,755<F1>
<PP&E> 312,953<F2>
<DEPRECIATION> 127,366
<TOTAL-ASSETS> 972,341
<CURRENT-LIABILITIES> 581,873
<BONDS> 128,662
0
0
<COMMON> 35,570
<OTHER-SE> 226,236
<TOTAL-LIABILITY-AND-EQUITY> 972,341
<SALES> 962,947
<TOTAL-REVENUES> 962,947
<CGS> 575,544
<TOTAL-COSTS> 365,969
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 32,667
<INCOME-PRETAX> 32,075
<INCOME-TAX> 10,906
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 43,308
<CHANGES> 0
<NET-INCOME> 21,169
<EPS-PRIMARY> .001
<EPS-DILUTED> .001
<FN>
<F1>This includes deposits
<F2>This includes intangible assets
</FN>
</TABLE>
