SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A
(Mark One)
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934.
For the quarterly period ended March 31, 1997.
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.
---------------------------------------------------------------
(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)
---------------------------------------------------
(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 March 24, 1997 the Registrant had outstanding 73,539,422 shares of its
common stock, par value $.0005.
Transitional Small Business Disclosure Format (Check One):
Yes _____ No __X__
1
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ANTENNAS AMERICA, INC.
FORM 10-QSB
MARCH 31, 1997
TABLE OF CONTENTS
-----------------
Page No.
--------
Part I
Item 1. Financial Statements
Balance Sheet as of March 31, 1997 ........................... 3
Statements of Operations for the Three Months Ended
March 31, 1997 and 1996 ................................. 4
Statements of Cash Flows for the Three Months Ended
March 31, 1997 and 1996 ................................. 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 MARCH 31, 1997
ASSETS
------
3/31/97
-----------
Current Assets:
Cash $ 10,611
Accounts Receivable $ 228,997
Inventories $ 218,420
Prepaid Expenses $ 56,810
Tax Asset (NOL) $ 248,178
-----------
$ 763,016
Property & Equipment net of
accumulated depreciation $ 184,197
Other assets:
Intangible assets net of
accumulated amortization $ 44,504
Deposits $ 24,112
-----------
Total Assets $ 1,015,829
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
Current Liabilities:
Notes Payable $ 238,364
Accounts Payable-Trade $ 245,911
Other accrued liabilities $ 16,261
Customer deposits $ 9,137
-----------
Total current liabilities $ 509,673
Notes payable, officers $ 141,760
Shareholders' Equity
Common stock, .0005 par value,
250,000,000 shares authorized
73,539,422 shares issued and
outstanding $ 36,595
Paid in capital $ 801,039
Subscriptions to common stock $ 3,500
Retained earnings (deficit) ($ 476,738)
-----------
Total Equity $ 364,396
Total Liabilities and Equity $ 1,015,829
3
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ANTENNAS AMERICA, INC.
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996
3/31/97 3/31/96
------------ ------------
Sales, Net $ 615,376 $ 517,406
Cost of Sales $ 322,029 $ 295,910
------------ ------------
Gross Profit $ 293,347 $ 221,496
Selling, general and
administrative expenses $ 227,027 $ 178,951
------------ ------------
Income (loss) from
operations $ 66,320 $ 42,545
------------ ------------
Other income and (expense):
Gain from debt cancellation $ 0 $ 781
Interest expense ($ 14,898) ($ 17,539)
------------ ------------
Net income (loss)
before income taxes $ 51,422 $ 25,787
------------ ------------
Income tax $ 17,483 $ 8,768
------------ ------------
Net income (loss) $ 33,939 $ 17,019
------------ ------------
Average shares outstanding 73,539,422 71,139,422
4
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<TABLE>
<CAPTION>
Antennas America, Inc.
Consolidated Statements of Cash Flows
For The Three Months Ended March 31, 1997 and 1996
(Unaudited)
1997 1996
-------- --------
<S> <C> <C>
Net income $ 33,939 $ 17,019
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 8,400 8,400
Gain from debt cancellation 0 781
Changes in assets and liabilities:
(Increase) decrease in accounts receivable (62,586) 24,586
(Increase) decrease in inventory (22,571) (15,079)
(Increase) decrease in deferred tax asset 17,483 8,768
(Increase) decrease in prepaid expenses (23,337) (7,814)
(Increase) decrease in other assets 0 (4,135)
Increase (decrease) in accounts payable and
accrued expenses 34,376 (13,784)
Increase (decrease) in customer deposits 0 7,004
-------- --------
Total adjustments (48,235) 8,767
-------- --------
Net cash provided by (used in) operating activities (14,296) 25,786
-------- --------
Cash flows from investing activities:
Patent acquisition costs (3,762) (3,093)
Acquisition of property and equipment (30,251) (9,368)
-------- --------
Net cash (used in) investing activities (34,013) (12,461)
-------- --------
Cash flows from financing activities:
Common stock subscriptions 0 250
Increase in officer loans 7,651 0
Repayment of officer loans 0 (18,396)
Proceeds from note payable 0 36,000
Repayment of notes payable (4,368) (13,357)
-------- --------
Net cash provided by financing activities 3,283 4,497
-------- --------
Increase in cash (45,026) 17,822
Cash, beginning of period 55,636 15,911
-------- --------
Cash, end of period $ 10,610 $ 33,733
-------- --------
See accompanying note to financial statements
5
</TABLE>
<PAGE>
ANTENNAS AMERICA, INC.
NOTE TO FINANCIAL STATEMENTS
March 31, 1997
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, 1996, 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 March 31, 1997
RESULTS OF OPERATIONS
---------------------
The Company's net income for the three months ended March 31, 1997 was
$33,939 which is an increase of 99% as compared with $17,019 for the three
months ended March 31, 1996. Income from operations was $66,320 for the three
months ended March 31, 1997 as compared to $42,545 for the three month period
ended March 31, 1996 due to an increase in sales of 19%, from $517,406 to
$615,376, which consisted primarily of increased sales to Lojack Corporation and
of shipments of the Company's new Freedom and Walldo VHF/UHF antennas.
Primarily as a result of the increased sales, gross profit for the first
quarter increased 32% as compared to the same period last year. The gross profit
margin (gross profit divided by net sales) for the three months ended March 31,
1997 improved to 48% as compared to 42% for the same period last year. Selling,
general and administrative expenses increased by $48,076 or 27% as compared to
the same period in 1996 due primarily to increased marketing, advertising and
personnel expenses to introduce the new Freedom and Walldo antennas.
FINANCIAL CONDITION
Compared to December 31, 1996 the Company's total assets as of March 31,
1997 increased $71,597 to $1,015,829 due primarily to the increase in accounts
receivable. Liabilities increased $37,658 to $732,433 from the same date.
Stockholders' equity improved $33,939 to $364,396 as compared to December 31,
1996. The improvement is a result of the net operating income realized by the
Company for the period.
As of March 31, 1997, the Company continues to operate on a positive cash
flow basis from its operations. However, due to the necessary increased spending
associated with the development and manufacturing related to the Company's new
products, it is the opinion of management that either debt financing and/or
additional equity funding will be needed to expand the Company's operations as
desired. Based on the anticipated growth in sales of its new Freedom and Walldo
antennas, and its Phased Array antennas, the Company is considering acquiring
additional machinery and equipment to help improve the overall efficiency of its
production line.
Management remains confident, as evidenced by the increase in sales in the
first quarter compared to the same period last year, that the Company will
experience a steady increase in sales and operating income in 1997.
7
<PAGE>
This report contains forward looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Although the Company believes that the expectations
reflected in the forward-looking statements and the assumptions upon which the
forward-looking statements are based are reasonable it can give no assurance
that such expectations and assumptions will prove to have been correct. See the
Company's Annual Report on Form 10-KSB for additional statements concerning
important factors, such as demand for products, manufacturing costs, and
competition, that could cause actual results to differ materially from the
Company's expectations.
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 March 31, 1997.
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: May 14, 1997 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> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1997
<CASH> 10,611
<SECURITIES> 0
<RECEIVABLES> 228,997
<ALLOWANCES> 0
<INVENTORY> 218,420
<CURRENT-ASSETS> 538,950<F1>
<PP&E> 597,416<F2>
<DEPRECIATION> 120,537
<TOTAL-ASSETS> 1,015,829
<CURRENT-LIABILITIES> 509,673
<BONDS> 141,760
0
0
<COMMON> 36,595
<OTHER-SE> 327,801
<TOTAL-LIABILITY-AND-EQUITY> 1,015,829
<SALES> 615,376
<TOTAL-REVENUES> 615,376
<CGS> 322,029
<TOTAL-COSTS> 549,056
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (14,898)
<INCOME-PRETAX> 51,422
<INCOME-TAX> 17,483
<INCOME-CONTINUING> 66,320
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 33,939
<EPS-PRIMARY> .000
<EPS-DILUTED> .000
<FN>
<F1>Includes Deposits
<F2>Includes Intangible Assets
</FN>
</TABLE>