ATLANTA TECHNOLOGY GROUP INC
10-Q, 1996-08-13
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                                UNITED STATES 
                     SECURITIES AND EXCHANGE COMMISSION
                          Washington 25, 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 QUARTERLY PERIOD ENDED JUNE 30, 1996

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934 FOR THE TRANSITION PERIOD FROM ______ TO ______

Commission File No. 0-23062



                         ATLANTA TECHNOLOGY GROUP INC.
            (Exact name of issuer as specified in its charter)



           Delaware                                  58-2077053
(State or other jurisdiction of         (I.R.S. Employer Identification No.)    
 incorporation or organization)


                              400 EMBASSY ROW
                                  SUITE 570
                             ATLANTA, GA 30328
             (Address of principal executive offices, zip code)                


                                (770) 671-0600
                          (Issuer's telephone number)


                          1117 PERIMETER CENTER WEST
                                  SUITE N 316
                               ATLANTA, GA 30338
            (Former address of principal executive offices, zip code)


Check whether the issuer (1) 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 2,800,275 shares of Common Stock 
outstanding. 

Transitional Small Business Disclosure Format (Check one): Yes [] No [X]


<PAGE>
<TABLE>
        
                        ATLANTA TECHNOLOGY GROUP, INC.

                      PART I.     FINANCIAL INFORMATION

                       Item 1.   FINANCIAL STATEMENTS

                         CONSOLIDATED BALANCE SHEET

                                  ASSETS
                                (Unaudited)

<CAPTION>                                                                              AS OF
                                             As of
                                        June 30, 1996 
<S>                                      <C>
CURRENT ASSETS  

Cash                                     $   25,710  

Accounts receivable-trade                   176,603  

Inventory                                    28,345  

Other current assets                         11,378  
                                            _______       

TOTAL CURRENT ASSETS                        242,036  

         

EQUIPMENT AND FIXTURES   

Equipment and fixtures, net                 119,370  

         

OTHER ASSETS     

Software development costs, net             583,479  

Deferred offering costs                     170,431  

Other assets                                  2,901  
                                            _______
         
TOTAL ASSETS                             $1,118,217  


<FN>
See notes to financial statements
</TABLE>

<PAGE>
<TABLE>


                        ATLANTA TECHNOLOGY GROUP, INC.
                          
                          CONSOLIDATED BALANCE SHEET

                    LIABILITIES AND SHAREHOLDERS' EQUITY
                               (Unaudited)

<CAPTION>                                                                               
                                                       As of      
                                                  June 30, 1996 

<S>                                               <C>

CURRENT LIABILITIES      

Notes payable                                     $  715,600  

Notes payable to shareholders and affiliates         210,792  

Accounts payable - trade                             317,547  

Other current liabilities                            172,420  
                                                   _________

TOTAL CURRENT LIABILITIES                          1,416,359  


SHAREHOLDERS' EQUITY     

Common stock                                           2,800  

Additional paid-in capital                         2,520,783  

Retained earnings (deficit)                       (2,821,725) 
                                                  ___________
                                        
Total Shareholders' Equity                          (298,142) 

         

TOTAL LIABILITIES AND  
SHAREHOLDERS' EQUITY                              $1,118,217  

<FN>
See notes to financial statements.
</TABLE>

<PAGE>
<TABLE>

                        ATLANTA TECHNOLOGY GROUP, INC.
                        
                    CONSOLIDATED STATEMENT OF OPERATIONS
                    
                                 (Unaudited)
                                 
<CAPTION>


                                                  Six-Month Period
                                                   Ended June 30,
                                                   
                                                  1996            1995
                                                  
<S>                                             <C>             <C>

Revenues                                        $711,844        $719,552

Cost of sales                                    319,801         228,912
                                                ________        ________
                                                
Gross profit                                     392,043         490,640


Operating expenses                               554,823         687,580
                                                ________         _______
                                                
Loss before income taxes                        (162,780)       (196,940)

Provision for taxes                                 -               -
                                                 ________       _________
                                                                                                  
Net loss                                       $(162,780)       $(196,940)






Weighted average number of
common shares outstanding                       2,949,537       2,797,775


Earnings (loss) per share                           $(.06)          $(.07)

<FN>
See notes to financial statements
</TABLE>


<PAGE>
<TABLE>

                        ATLANTA TECHNOLOGY GROUP, INC.

                    CONSOLIDATED STATEMENT OF OPERATIONS

                                 (Unaudited)

<CAPTION>


                                                  Three-Month Period
                                                    Ended June 30,

                                                  1996            1995 

<S>                                             <C>             <C>

Revenues                                        $301,368        $444,701  

Cost of Sales                                    157,667         108,386  
                                                ________        ________
                                                
Gross profit                                     143,701         336,315  

                 
Operating expenses                               209,720         432,921  
                                                ________        ________
                                                
Loss before income taxes                         (66,019)        (96,606) 

Provision for taxes                                  -               -        
                                                ________        _________
                 
Net loss                                        $(66,019)       $(96,606) 

                 

                 

Weighted average number of  
common shares outstanding                      2,949,487       2,800,275  


Earnings (loss) per share                          $(.02)          $(.03) 

<FN>
See notes to financial statements.
</TABLE>


<PAGE>
<TABLE>

                         ATLANTA TECHNOLOGY GROUP, INC.

                     CONSOLIDATED STATEMENT OF CASH FLOWS

                                  (Unaudited)
<CAPTION>

                                                                                     
                                                        Six-Month Period
                                                          Ended June 30,      

                                                    1996            1995 

<S>                                                <C>             <C>
         
CASH FLOWS FROM OPERATING ACTIVITIES:           

Net income (loss)                                 $(162,780)       $(196,940) 

Adjustments to reconcile net loss to
net cash provided (used) by
operating activities:            
                                                     
Depreciation and amortization                        54,898          35,492  

Changes in operating assets and liabilities:             

Decrease (increase) in accounts receivable          (10,122)         28,352

Decrease (increase)in other current assets          (14,455)         (2,075)  

Increase in current liabilities                     139,094         136,116  
                                                   ________         ________
Net cash provided by operating
activities                                            6,635             945
                                                   ________         ________

CASH FLOWS FROM INVESTING ACTIVITIES:            

Additions to equipment and fixtures                 (10,220)        (21,432) 

Additions to capitalized software 
development costs                                  (165,774)       (103,586)
         
Decrease in other noncurrent assets                  89,916           3,213 
                                                   _________         _______

Net cash used by investing activities               (86,078)       (121,805) 
                                                   _________         ________
                                                   
CASH FLOWS FROM FINANCING ACTIVITIES:            

Costs associated with proposed common
stock offering                                      (63,406)

Proceeds from the issuance of common stock                           15,000

Proceeds from the issuance of notes 
payable, net                                        122,800           

Borrowings from affiliates                           42,572         110,000

Decrease in notes payable - noncurrent              (50,000)

                                                    ________         _______

Net cash provided by financing activities            51,966         125,000  
                                                     ______          _______
                 

NET (DECREASE) INCREASE IN CASH                     (27,477)          4,140  

CASH AT BEGINNING OF PERIOD                          53,187          21,994  
                                                     ______           ______
                                                        
CASH AT END OF PERIOD                               $25,710         $26,134  
                                                    _______          _______

<FN>
See notes to financial statements.
</TABLE>

<PAGE>

                        ATLANTA TECHNOLOGY GROUP, INC.

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 
                        FOR THE THREE MONTHS ENDED
                             JUNE 30, 1996
                              (Unaudited)

1.      Basis of Presentation:

        The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for 
interim financial statements. Accordingly, they 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 (all of which are of a normal recurring nature) considered 
necessary for a fair presentation have been included.  The unaudited 
Consolidated Statement of Operations for the Six Months Ended June 30, 1996
is not necessarily indicative of the results to be expected for a full year.
The unaudited financial statements should be read in conjunction with the 
audited financial statement of the Company.

2.      Organization and Intercorporate Relationships:

       (A)  The Company

       Atlanta Technology Group, Inc. ("the Company") was incorporated under
the laws of the State of Delaware in October 1993.  The Company is the parent
company of three Georgia corporations Time Value Corporation, Silver Ridge
Software Inc., and Net City Inc.

 
<PAGE>

Item 2.             MANAGEMENT'S DISCUSSION AND ANALYSIS OF

                FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Overview

Atlanta Technology Group, Inc. ("ATG") is a holding company based in Atlanta,
Georgia with three subsidiaries in the information technology field. The 
primary subsidiary is Time Value Corporation, a Georgia corporation ("TVC")
that was formed to develop, market and support a medical cost containment  
system designed to reduce the clinical and administrative costs of
producing documentation, correspondence and record keeping for the medical
community.  The medical cost containment system is known as Documentplus.
Silver Ridge Software Inc. ("SRS") operates as a software engineering firm 
which develops custom solutions for companies that need software design or 
assistance with network support and training, systems evaluation, technical
writing or project management.  SRS has been relatively inactive while the 
Company's focus has been to concentrate on the development and marketing of 
TVC's products. Net City Inc. is not currently conducting operations.


Liquidity and Capital Resources


Working capital decreased during the six months ended June 30, 1996 
principally as a result of the Company borrowing funds on a short term basis
to fund operating expenses. 

On January 12, 1996, the Company filed a registration statement with the 
Securities and Exchange Commission to sell 1,610,000 shares of common stock at
$3.00 per share pursuant to a public offering of common stock.  

In February 1996, the Company borrowed $24,000 from an unrelated third party.
This note carries no interest and was due in May 1996.  Also in February 1996,
the Company borrowed $50,000 from an unrelated third party, bearing interest
at twelve percent per annum.This note was due August 12,1996. The terms of 
these notes have been extended until the completion of the public offering.

In March, 1996, promissory notes in the amount of $400,000 became due. The 
Company agreed to an increase in the interest rate on the notes to 12% per 
annum in exchange for an extension of the term.  All the noteholders agreed to
extend the term of the promissory notes until the public offering is completed.

ATG plans to derive its income from the sale of its subsidiaries' existing
products, including products released or to be released in 1996, and from the
sale of scannable forms.  Until ATG's revenues are sufficient to fund its 
subsidiaries' operations, ATG will need additional outside sources of capital
to finance its subsidiaries' operations and research and development 
activities.ATG anticipates that the proceeds from the Offering will be 
sufficient to finance its subsidiaries' activities until revenues are 
sufficient to fund such activities.

<PAGE> 

Results of Operations- Three Months Ended June 30, 1996

Revenues for the second quarter ended June 30,1996 were $301,368, a 32% 
decrease from revenues of $444,701 for the second quarter ended June 30, 1995.
The reason for this decrease was primarily the fact that the Company 
concentrated its efforts on the development of TVC's new products which are
scheduled to be launched in the later part of 1996 and did not seek outside 
contracts which would generate increased revenue.  During this time, the 
Company was also able to cut operating expenses from $432,921 during the second 
quarter ended June 30,1995 to $209,720, a savings of $233,201, or 52%,  for the
second quarter ended June 30,1996. Lowered operating costs were accounted for 
primarily by savings in labor, rent and travel expenses which were partially 
offset by increases in advertising, tradeshow and interest expenses.  

Costs of sales during the second quarter ended June 30, 1996 increased
by $49,281 primarily because the sales which were generated during this period
reflect product sales which carry a higher cost of sales than the consulting
and software engineering contracts. 

TVC made presentations on Documentplus to doctors at more than 33 meetings
during the second quarter of 1996 compared to 11 meetings during the
same period in 1995. Attendance at these meetings ranged from 12 doctors to
over 500 doctors.  The sales cycle for the Documentplus system ranges from one
to nine months after initial contact.  At the end of the second quarter
of 1995, TVC had installed 100 systems in clinics, primarily in the eastern
region of the US.  At the end of the second quarter 1996, TVC had installed 
over 323 systems in clinics nationwide.

Gross profits for the second quarter ended June 30, 1996 decreased to $143,701
from $336,315 for the same period of 1995. The primary reason for this decrease
was the decrease in billings for consulting services which carried a 
comparatively low cost of sales. 

Net loss for the quarter ended June 30, 1996 was $66,019 a decrease of $30,587
from the loss of $96,606 for the quarter ended June 30, 1995. This decrease
was due to the increased level of business achieved by TVC without any 
corresponding increase in expenses for facilities and personnel.

<PAGE>

Results of Operations - Six Months Ended June 30, 1996

Revenues for the six month period ended June 30,1996 were $711,844, a 1% 
decrease from revenues of $719,552 for the six month period ended June 30, 
1995. The reason for this decrease was primarily the fact that the Company 
concentrated its efforts on the development of TVC's new products which are
scheduled to be launched in the later part of 1996 and did not seek outside 
contracts which would generate increased revenue.  During this time, the 
Company was also able to cut operating expenses from $687,580 during the six 
months ended June 30,1995 to $554,823, a savings of $132,757 for the six months 
ended June 30,1996. Lowered operating costs were accounted for primarily by 
savings in labor, rent and travel expenses which were partially offset by
increases in advertising, show and demo and interest expenses.  

Costs of sales during the six month period ended June 30, 1996 increased
by $90,889 primarily because the sales which were generated during this period
reflect product sales which carry a higher cost of sales than the consulting
and software engineering contracts. 

Gross profits for the six months ended June 30, 1996 decreased to $392,043
from $490,640 for the same period of 1995. The primary reason for this decrease
was the decrease in billings for consulting services which carry a very low
cost of sales. 

Net loss for the six months ended June 30, 1996 was $162,780 a decrease of 
$34,160 from the loss of $196,940 for the six months ended June 30, 1995. This 
decrease was due to the increased level of business achieved by TVC and the 
lowering of expenses during the six month period.

<PAGE>
 
                        PART II - OTHER INFORMATION

Item 1.    LEGAL PROCEEDINGS

           The company is not currently a party to any legal proceedings the 
           result of which it believes could have a material adverse effect
           upon its business, properties or financial condition.  

Item 2.    CHANGES IN SECURITIES

           Not applicable.

Item 3.    DEFAULTS UPON SENIOR SECURITIES
   
           Not applicable.
           
Item 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

           No matters were submitted to shareholders for a vote.

Item 5.    OTHER INFORMATION

           Not applicable

Item 6.    EXHIBITS AND REPORTS ON FORM 8-K.

           (a)  Not applicable

           (b)  The Company did not file any Reports on Form 8-K during
                the period ended June 30, 1996.


<PAGE>

                        ATLANTA TECHNOLOGY GROUP, INC.
                        
                                 Signatures 
                        

In accordance with the requirements of Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto
duly authorized.



                        ATLANTA TECHNOLOGY GROUP INC.


                             /s/  James E. Cassidy
                        By:  ______________________________

                             James E. Cassidy
                             Chief Financial Officer



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