UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number: 0-19998
NOTIFICATION OF LATE FILING
(Check one) _Form 10-K _Form 20-F _Form 11-K [X] Form 10-Q _Form N-SAR
For the Period Ended: June 30, 1998
( )Transition Report on Form 10-K
( )Transition Report on Form 20-F
( )Transition Report on Form 11-K
( )Transition Report on Form 10-Q
( )Transition Report on Form N-SAR
For the Transition Period Ended:_________________________________
Read Instruction (on back page) Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
PART I-REGISTRANT INFORMATION
Full Name of Registrant: World Access, Inc.
Former Name if Applicable: Restor Industries, Inc.
Address of Principal Executive Office
(Street and Number): 945 E. Paces Ferry Road, Suite 2240
(City, State and Zip Code): Atlanta, GA 30326
PART II-RULES 12b-25(b) and (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following
should be completed. (Check box if appropriate)
|(a) The reasons described in reasonable detail in Part III of this form
| could not be eliminated without unreasonable effort or expense;
|
|(b) The subject annual report, semi-annual report, transition report on
| Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof, will be
[x] | filed on or before the fifteenth calendar day following the prescribed
| due date; or the subject quarterly report of transition report on Form
| 10-Q, or portion thereof will be filed on or before the fifth calendar
| day following the prescribed due date; and
|
|(c) The accountant's statement or other exhibit required by Rule 12b-25(c)
| has been attached if applicable
PART III-NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period:
The Form 10-Q for June 30, 1998 could not be filed within the Commission's
prescribed time period without unreasonable effort or expense due to the
significant time and efforts required of management related to the preparation
of disclosure documents regarding the Company's pending acquisitions of Cherry
Communications, Inc.(d/b/a Resurgens Communications Group, Inc.)and Cherry
Communications U.K. Limited, the minority interest of NACT Telecommunications,
Inc., and Telco Systems, Inc.
<PAGE>
PART IV- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Mark A. Gergel (404) 231-2025
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If answer is
no, identify report(s).
X Yes _ No
(3) Is it anticipated that any significant changes in results of operations
from the corresponding period for the last fiscal year will be reflected
by the earnings statements to be included in the subject report or portion
thereof?
X Yes _ No
If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made:
The Company's June 30, 1998 financial results were significantly changed over
the comparable period in 1997. Please refer to the Company's July 29, 1998
press release attached hereto that discusses the improvement in results and
discloses selected financial data.
<PAGE>
SUMMARY: WORLD ACCESS, INC. REPORTS RECORD QUARTERLY RESULTS
FOR IMMEDIATE RELEASE
Atlanta, Georgia - July 29, 1998 - WORLD ACCESS, INC. (NASDAQ: WAXS) announced
today that its second quarter 1998 sales were $47,507,078, an approximate $23.5
million or 98% increase over the $24,016,078 in sales during the comparable 1997
period.
For the three months ended June 30, 1998, the Company realized net income of
$6,470,704, an approximate $3.0 million or 89% increase over second quarter 1997
net income of $3,428,210. Net income for the quarter was $.30 per diluted share
versus $.18 per diluted share for the second quarter of 1997.
Total sales for the first six months of 1998 were $83,238,123, an approximate
$39.0 million or 88% increase over the $44,267,502 in total sales during the
comparable 1997 period. Net income before special charges for the first six
months of 1998 was $11,629,301 or $.55 per diluted share versus $6,040,678 or
$.33 per diluted share for the first six months of 1997. Net loss for 1998
following special charges of $56.6 million was $42,330,699 or $2.13 per share.
Special charges in the first quarter of 1998 included $50.0 million for
in-process research and development related to the acquisitions of a 67.3%
interest in NACT Telecommunications, Inc. (NASDAQ: NACT), a provider of advanced
telecommunications switching platforms with integrated applications software,
and Advanced Techcom, Inc., ("ATI") a manufacturer of digital microwave radio
systems. Special charges also included $6.6 million for costs related to the
consolidation and integration of several operations and the de-emphasis of the
Company's contract manufacturing business. As part of the consolidation and
integration programs completed in the second quarter of 1998, the Company's AIT
and circuit board repair operations have been consolidated in a new facility in
Orlando, Florida; manufacturing operations have moved from Orlando to a new,
state-of-the-art facility in Alpharetta, Georgia; and Westec's Scottsdale,
Arizona operations have been integrated into ATI's facility in Wilmington,
Massachusetts.
Steven A. Odom, Chairman and Chief Executive Officer, said "We are extremely
pleased to report record sales and earnings for the Company during the second
quarter of 1998. With the NACT and ATI acquisitions, World Access has
significantly broadened its offering of proprietary switching, transport and
access products. We believe the Company is now extremely well positioned
financially and operationally to engineer, install and support "turnkey"
telecommunications networks and pursue the significant growth opportunities
present in today's global telecommunications markets."
"Of the $23.5 million increase in total sales during the second quarter of 1998,
approximately $14.3 million was contributed by NACT and ATI. The remaining
increase related to other World Access businesses, which have realized internal
sales growth of approximately 35% during 1998 when compared to the first half of
1997. A key element of the World Access strategy continues to be the growth of
businesses post-acquisition. This growth typically results from our ability to
provide acquired businesses turnkey network sales opportunities, cross-selling
to an extensive base of telecommunications customers, working capital and a
broad range of support services."
<PAGE>
Mr. Odom added, "During the second quarter, we significantly strengthened the
competitive position of World Access in the global telecommunications markets by
executing definitive agreements to merge with Resurgens Communications Group, a
facilities-based provider of international network access, and Telco Systems,
Inc. (NASDAQ: TELC), a leading manufacturer of high-speed multiplexers and
integrated access systems employed at the edge of the network.
"The combination of World Access, Resurgens and Telco Systems will significantly
enhance our ability to support and service our collective customers as they
build new and/or upgrade existing telecommunications networks. The international
network access offered by Resurgens and the network access systems of Telco
Systems are critical elements of new and expanded networks currently being
planned or implemented by many World Access customers."
"World Access is expected to realize significant synergies as a direct result of
the Resurgens merger, including equipment sales to Resurgens customers, joint
ventures with international PTTs and CLECs, and carrier service revenues from
World Access equipment customers. Resurgens has totally rebuilt its operating
network and is now carrying extensive traffic for WorldCom, Inc. and numerous
other long-distance companies. New, reliable billing systems have been tested
and implemented and a 24 hour - 7 day Network Operations Center is now
operational. Competitive, dedicated bandwidth and transit agreements are now in
place to carry traffic to all key regions of the world."
"Telco Systems will become the cornerstone of our transport and access products
group, encompassing several other existing World Access divisions. The
integration of these divisions will provide a technology and product focus
geared towards meeting the increasing demands for value-added network access
systems. Telco Systems has recently introduced several new products that are
receiving excellent market acceptance, including its Access45(TM) and
EdgeLink100(TM). In addition, Telco Systems has relationships with over 40
distributors in international markets. The World Access and Telco Systems merger
will give the combined company's sales channels a complete line of product
solutions."
"The Resurgens and Telco Systems mergers are currently expected to be
consummated in late September. These mergers are expected to have a significant
positive impact on the earnings and cash flow performance of World Access in
calendar year 1999."
World Access, Inc. develops, manufactures and markets wireline and wireless
switching, transport and access products for the global telecommunications
markets. The Company's products allow telecommunications service providers to
build and upgrade their central office and outside plant networks in order to
provide a wide array of voice, data and video services to their business and
residential customers. The Company offers digital switches, billing and network
telemanagement systems, cellular base stations, fixed wireless local loop
systems, intelligent multiplexers, microwave and millimeterwave radio systems
and other telecommunications network products. To support and complement its
product sales, the Company also provides its customers with a broad range of
design, engineering, manufacturing, testing, installation, repair and other
value-added services.
Except for any historical information contained herein, the matters
discussed in this press release contain forward-looking statements that
involve risks and uncertainties which are described in the Company's
SEC reports, including the Company's Annual Report on Form 10-K, as
amended, for the year ended December 31, 1997, the Company's Quarterly
Report on Form 10-Q for the three months ended March 31, 1998 and the
Company's Registration Statement on Form S-3 (No. 333-43497).
(TABLES FOLLOW)
Company Contact: Nancy L. de Jonge Director of Investor Relations
(404-231-2025)
###
<PAGE>
<TABLE>
World Access, Inc. and Subsidiaries
Consolidated Balance Sheet Data
<CAPTION>
June 30 December 31
1998 1997
------------- -------------
<S> <C> <C>
(Unaudited)
ASSETS
Current Assets
Cash and equivalents $ 61,153,355 $ 118,065,045
Accounts receivable 42,469,028 20,263,971
Inventories 34,672,593 22,426,918
Other current assets 15,428,681 10,923,723
------------- -------------
Total Current Assets 153,723,657 171,679,657
Property and equipment 17,202,608 5,704,585
Goodwill 69,928,279 31,660,201
Other assets 24,063,136 16,238,298
------------- -------------
Total Assets $ 264,917,680 $ 225,282,741
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Short-term debt $ 4,408,477 $ 81,739
Accounts payable 23,086,925 9,339,588
Other accrued liabilities 9,313,105 8,508,698
------------- -------------
Total Current Liabilities 36,808,507 17,930,025
Long-term debt 115,528,565 115,263,984
Noncurrent liabilities 1,564,078 333,802
Minority interests 12,442,337 ---
------------- -------------
Total Liabilities 166,343,487 133,527,811
------------- -------------
Stockholders' equity 98,574,193 91,754,930
------------- -------------
Total Liabilities and
Stockholders' Equity $ 264,917,680 $ 225,282,741
============= =============
###
</TABLE>
<PAGE>
<TABLE>
World Access, Inc. and Subsidiaries
Summary Consolidated Financial Data
<CAPTION>
Three Months Ended June 30 Six Months Ended June 30
------------------------------ -------------------------------
1998 1997 1998 1997
------------ ------------ ------------- ------------
<S> <C> <C> <C> <C>
(Unaudited) (Unaudited)
Sales of products $ 41,600,854 $ 19,444,256 $ 69,829,810 $ 34,914,306
Service revenues 5,906,224 4,571,822 13,408,313 9,353,196
------------ ------------ ------------- ------------
Total Sales 47,507,078 24,016,078 83,238,123 44,267,502
Cost of products sold 22,239,271 11,525,183 39,011,720 21,494,810
Cost of services 4,761,514 4,005,782 12,189,198 8,089,263
------------ ------------ ------------- ------------
Total Cost of Sales 27,000,785 15,530,965 51,200,918 29,584,073
------------ ------------ ------------- ------------
Gross Profit 20,506,293 8,485,113 32,037,205 14,683,429
Engineering and
development 1,793,743 428,595 2,581,927 745,005
Selling, general and
administrative 4,680,414 2,434,951 7,936,268 4,352,514
Amortization of goodwill 1,018,374 380,404 1,882,371 664,535
In-process research
and development --- --- 50,000,000 ---
Special charges --- --- 3,240,000 ---
------------ ------------ ------------- ------------
Operating Income (Loss) 13,013,762 5,241,163 (33,603,361) 8,921,375
Interest and other income 701,454 225,091 1,970,738 592,277
Interest expense (1,515,576) (24,044) (3,030,489) (52,974)
------------ ------------ ------------- ------------
Income (Loss) Before
Income Taxes and
Minority Interests 12,199,640 5,442,210 (34,663,112) 9,460,678
Income taxes 4,880,249 2,014,000 6,135,249 3,420,000
------------ ------------ ------------- ------------
Income (Loss) Before
Minority Interests 7,319,391 3,428,210 (40,798,361) 6,040,678
Minority interests in
earnings of subsidiary 848,687 --- 1,532,338 ---
------------ ------------ ------------- ------------
Net Income (Loss) $ 6,470,704 $ 3,428,210 $ (42,330,699) $ 6,040,678
============ ============ ============= ============
Net Income (Loss) Per
Common Share:
Basic $ .31 $ .21 $ (2.13) $ .37
============ ============ ============== ============
Diluted $ .30 $ .18 $ (2.13) $ .33
============ ============ ============== ============
Weighted Average
Shares Outstanding:
Basic 20,576,451 16,556,478 19,894,508 16,478,013
============ ============ ============== ============
Diluted 21,821,649 19,259,596 19,894,508 18,501,607
============ ============ ============== ============
</TABLE>
<PAGE>
World Access, Inc.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: August 14, 1998 By: /s/ Martin D. Kidder
-------------------------
Martin D. Kidder
Vice President and
Controller
