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Previous: FASTCOMM COMMUNICATIONS CORP, 10-K/A, 1995-12-20 |
Next: ZENIX INCOME FUND INC, NSAR-A, 1995-12-20 |
<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A NO. 1
(Mark One)
/ X / QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended July 31, 1993 .
----------------------------------
/ / TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transaction period from ___________________ to _____________________
Commission file number 0-17168 .
----------------------
FASTCOMM COMMUNICATIONS CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
Virginia 54-1289115 .
- ------------------------------------------------ ---------------------------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation of Organization) Identification No.)
</TABLE>
45472 Holiday Drive
Sterling, Virginia 20166
-------------------------------------------------------------
(Address of principal executive offices, Zip code)
(703) 318-7750
-------------------------------------------------------------
(Registrants 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 subjuct to such
filing requirements for the past 90 days. Yes X . No .
----- -----
As of September 1, 1993, there were 7,168,046 shares of the Common Stock, par
value $.01 per share, of the registrant outstanding.
No exhibits are filed with this report, which consists of 12 consecutively
numbered pages.
<PAGE> 2
FASTCOMM COMMUNICATIONS CORPORATION
TABLE OF CONTENTS
<TABLE>
<S> <C> <C>
PART I FINANCIAL INFORMATION PAGE NO.
--------
Item 1. Financial Statements
Consolidated Statements of Operations and
Retained Earnings - Fiscal quarters
ended July 31, 1993 and July 31, 1992 . . . . . . . . . . . 3
Consolidated Balance Sheets -
July 31, 1993 and April 30, 1993 . . . . . . . . . . . . . 4
Consolidated Statements of Cash Flows
Fiscal quarters ended July 31, 1993
and July 31, 1992 . . . . . . . . . . . . . . . . . . . . . 5
Notes to Consolidated Financial Statements . . . . . . . . . . 6-7
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
</TABLE>
(Page 2 of 12)
<PAGE> 3
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
FASTCOMM COMMUNICATIONS CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
AND RETAINED EARNINGS
(unaudited)
<TABLE>
<CAPTION>
Fiscal quarter ended
-----------------------------------------
July 31, July 31,
1993 1992
---------------- ----------------
<S> <C> <C>
Sales $1,388,961 $1,174,327
Cost of sales 557,479 606,083
---------------- ----------------
Gross margin 831,482 568,244
Expenses
Selling, general and administrative 902,270 410,972
Research and development 363,594 161,221
Depreciation and amortization 30,217 41,658
---------------- ----------------
Income (loss) from operations (464,599) (45,607)
Other income (expense)
Other income 14,385 86,683
Interest income 14,896 8,220
Interest expense (7,993) (7,455)
---------------- ----------------
Net income (loss) (443,311) 41,841
Retained earnings, beginning of period (1,022,275) (1,675,774)
---------------- ----------------
Retained earnings, end of period ($1,465,586) ($1,633,933)
================ ================
Earnings (loss) per share
Net earnings
Primary ($0.06) $0.01
Fully diluted ($0.06) $0.01
Weighted average number of shares
Primary 7,071,109 4,518,000
Fully diluted 7,071,109 4,518,000
</TABLE>
See accompanying notes to unaudited consolidated financial statements
(Page 3 of 12)
<PAGE> 4
FASTCOMM COMMUNICATIONS CORPORATION
BALANCE SHEET
ASSETS
<TABLE>
<CAPTION>
July 31, April 30,
1993 1993
---------------- -----------------
(unaudited) (audited)
<S> <C> <C>
Current assets
Cash $1,228,246 $2,033,673
Investments 472,635 585,645
Accounts receivable, net of provision for
returns and doubtful accounts of $150,000 2,580,885 2,083,407
Inventories 2,434,566 1,710,854
Prepaid and other 89,622 79,276
---------------- -----------------
6,805,954 6,492,855
Property, plant and equipment 331,693 332,271
Software license, rights and other intangibles
net of accumulated amortization of $92,750
and $106,000 159,000 172,250
Other assets 3,330 3,130
---------------- -----------------
$7,299,977 $7,000,506
================ =================
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Note payable-current $181,357 $181,357
Accounts payable and accrued liablilties 937,197 1,042,310
Income taxes payable 0 14,000
Other current liabilities 14,022 19,801
---------------- -----------------
1,132,576 1,257,468
Note payable-long term 287,466 333,176
---------------- -----------------
1,420,042 1,590,644
---------------- -----------------
Shareholders' equity
Common stock, $.01 par value,
(10,000,000 shares authorized; 7,221,129 and
7,085,568 issued and 7,168,046 and
7,038,985 outstanding) 72,211 70,856
Capital in excess of par value 7,409,960 6,764,282
Treasury stock 53,083 shares at July 31. 0 0
Deferred compensation (136,650) (403,000)
Retained deficit (1,465,586) (1,022,276)
---------------- -----------------
5,879,935 5,409,862
---------------- -----------------
$7,299,977 $7,000,506
================ =================
</TABLE>
See accompanying notes to unaudited consolidated financial statements
(Page 4 of 12)
<PAGE> 5
FASTCOMM COMMUNICATIONS CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
<TABLE>
<CAPTION>
Fiscal quarter ended
JUL-31-93 JUL-31-92
<S> <C> <C>
Operating activities
Net earnings (loss) ($443,311) $41,841
Items not affecting cash
Depreciation and amortization 30,217 41,658
Loss on disposal of property and equipment 40,498
Compensation expense associated with
stock options granted 341,351
Settlement of litigation (11,716)
Cash effect of changes in:
Accounts receivable (497,478) (138,303)
Inventories (723,712) 240,473
Income tax receivable 0 84,180
Prepaid and other current assets (10,346) 2,614
Other non current assets (200) 2,624
Accounts payable and accrued liabilities (104,582) (318,861)
Income taxes payable (14,000)
Other current liabilities (5,779) 9,367
--------------- ----------------
Net cash (used) provided by operations (1,439,556) 6,091
--------------- ----------------
Investing activities
Additions of property, plant and equipment (16,389) (1,161)
Reduction of investment collateral 113,010
--------------- ----------------
Net cash provided by investing activities 96,621 (1,161)
--------------- ----------------
Financing activities
Proceeds from exercise of warrants 576,134
Costs associated with private placement 7,084
Notes payable to vendors 39,781
Repayment of notes payable to bank (45,710) (15,281)
Repayment of notes payable to vendors (14,495)
--------------- ----------------
Net cash provided by financing activities 537,508 10,005
--------------- ----------------
Net increase (decrease) in cash and equivalents (805,427) 14,935
Cash and cash equivalents, beginning of period 2,033,673 133,826
--------------- ----------------
Cash and cash equivalents, end of period $1,228,246 $148,761
=============== ================
</TABLE>
See accompanying notes to unaudited consolidated financial statements
(Page 5 of 12)
<PAGE> 6
FASTCOMM COMMUNICATIONS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. BASIS OF PRESENTATION
The accompanying interim consolidated financial statements of FastComm
Communications Corporation (the "Company") have been prepared without audit
pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations, although the Company believes that the disclosures made are
adequate to make the information presented not misleading. These financial
statements should be read in conjunction with the consolidated financial
statements and related footnotes included in the Company's latest Annual Report
on Form 10K.
In the opinion of Management, the consolidated financial statements reflect all
normal and recurring adjustments considered necessary for a fair presentation.
The results of operations for the first fiscal quarter are not necessarily
indicative of the results to be expected for the fiscal year ending April 30,
1994.
2. EARNINGS (LOSS) PER SHARE
Net income (loss) per common share is calculated using the weighted average
number of shares of common stock outstanding and common share equivalents
outstanding for the period. For the quarter ended July 31, 1993, the earnings
per share calculation does not include common share equivalents in that the
inclusion of such equivalents would be antidilutive.
(Page 6 of 12)
<PAGE> 7
3. INVENTORIES
Inventories are valued at the lower of cost or market and consist of the
following:
<TABLE>
<CAPTION>
July 31, 1993 April 30, 1993
<S> <C> <C>
Finished goods $ 399,159 $309,859
Work in progress $ 486,899 $328,265
Raw materials $1,548,508 $1,072,730
---------- ----------
TOTAL $2,434,566 $1,710,854
</TABLE>
4. RELATED PARTY TRANSACTIONS
During the quarter ended July 31, 1993 , the Company sold approximately
$247,000 of product to Texel Systems Corporation ("Texel") a private voice and
data communications company located in Fairfax, Virginia. This sale was made
under net 30 terms with prompt payment discounts. Such terms are consistent
with that of similar customers. Texel is controlled by an individual who is
the brother-in-law of Peter C. Madsen, President, Chief Executive Officer and a
Director of FastComm Communications Corporation. The accounts receivable due
from Texel was $247,000 at July 31, 1993.
(Page 7 of 12)
<PAGE> 8
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed by the undersigned
thereunto duly authorized.
FASTCOMM COMMUNICATIONS CORPORATION
(Registrant)
Date: December 19, 1995 By: /s/ Peter C. Madsen
----------------------------------
Peter C. Madsen
President and
Chief Executive Officer
Date: December 19, 1995 By: /s/ Mark H. Rafferty
----------------------------------
Mark H. Rafferty
Vice President,
Chief Financial Officer
and Treasurer
(Page 12 of 12)
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