U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the Quarterly Period Ended March 31, 1997
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the Transition Period From ___________ to ___________.
Commission file number 0-27560
ACT Teleconferencing, Inc.
(Name of small business issuer as specified in its charter)
Colorado 84-1132665
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
1658 Cole Blvd., Suite 130, Golden, Colorado 80401
(Address of principle executive offices) (Zip Code)
(303) 233-3500 (303) 238-0096
(Issuer's telephone number, (Issuer's facsimile number,
including area code) including area 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 May 12, 1997, 2,952,430 shares of the issuer's common stock were
outstanding.
ACT TELECONFERENCING, INC.
FORM 10-QSB
Table of Contents
PART I. Financial Information Page No.
Item 1. Financial Statements 3
Consolidated Balance Sheets 3
Consolidated Statements of Operations 4
Consolidated Statements of Shareholders' Equity 5
Consolidated Statements of Cash Flow 6
Notes to Consolidated Financial Statements 7
Item 2. Management Discussion and Analysis
of Financial Condition and Results of
Operations 8
PART II. Other Information
Item 6. Exhibit Index 11
Reports on Form 8-K 11
SIGNATURES 12
PART I -- FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
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ACT Teleconferencing, Inc.
Consolidated Balance Sheets
(Unaudited)
MARCH 31, 1997 DECEMBER 31, 1996
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ASSETS
Current assets:
Cash and cash equivalents $ 322,400 $ 621,742
Accounts receivable (net of allowances) 1,801,213 1,356,471
Prepaid expenses 113,650 55,994
Inventory 124,444 125,850
Available for sale marketable securities 50,000 50,000
----------- -----------
Total current assets 2,411,707 2,210,057
Equipment:
Telecommunications equipment 1,907,728 1,664,697
Office equipment 760,906 702,019
Less: accumulated depreciation (796,171) (736,556)
----------- -----------
Total equipment - net 1,872,463 1,630,160
Goodwill 240,542 245,052
----------- -----------
Total assets $ 4,254,712 $ 4,085,269
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Notes payable $ 58,792 $ 74,784
Accounts payable 1,105,290 764,520
Accrued liabilities 339,125 339,299
Current portion of long term debt 166,530 177,312
Income taxes payable 182,348 156,991
----------- -----------
Total current liabilities 1,852,085 1,512,906
Long-term debt 425,763 395,960
Deferred income taxes 40,022 41,042
Minority interest 435,221 367,404
Shareholders' equity:
Preferred stock, no par value, 1,000,000 shares
authorized; none issued -- --
Common stock, no par value; 10,000,000 shares
authorized; 2,952,430 and 2,939,930 shares issued
and outstanding in 1997 and 1996, respectively 4,037,671 4,022,671
Accumulated deficit (2,279,101) (2,292,261)
Currency translation adjustment 13,051 37,547
----------- -----------
Total shareholders' equity 1,771,621 1,767,957
----------- -----------
Total liabilities and shareholders' equity $ 4,254,712 $ 4,085,269
=========== ===========
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ACT Teleconferencing, Inc.
Consolidated Statements of Operations
(Unaudited)
THREE MONTHS ENDED MARCH 31,
1997 1996
----------- -----------
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Net revenues $ 2,117,654 $ 1,372,440
=========== ===========
Costs and expenses:
Cost of sales (869,586) (771,583)
Marketing, general and administration costs (1,137,103) (679,766)
----------- -----------
Total costs and expenses (2,006,689) (1,451,349)
Income (loss) before taxes and minority interest 110,965 (78,909)
Provision for income taxes (29,988) (41,901)
----------- -----------
Income (loss) before minority interest 80,977 (120,810)
Minority interest in earnings of consolidated subsidiary (67,817) (33,787)
----------- -----------
Net income (loss) for the quarter $ 13,160 $ (154,597)
=========== ===========
Net income (loss) per share $ 0.005 $ (0.06)
=========== ===========
Weighted average number of shares outstanding 2,952,430 2,520,385
=========== ===========
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ACT Teleconferencing, Inc.
Consolidated Statements of Shareholders' Equity
(Unaudited)
Common Stock
------------------------------
Currency
Accumulated Translation
Shares Amount Deficit Adjustment Total
----------- ----------- ----------- ----------- -----------
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Balance at December 31, 1995 2,318,000 $ 2,157,940 $(1,084,154) - $ 1,073,786
Shares issued for cash 712,497 1,987,531 - - 1,987,531
Expiration of put issued in
connection with prior year
acquisition - 125,000 - - 125,000
Reduction of purchase price
related to VideoConferencing
acquisition (100,000) (250,000) - - (250,000)
Cash-less exercise of employee
stock options 8,333 - - - -
Exercise of employee stock
options 1,100 2,200 - - 2,200
Currency translation adjustment - - - 37,547 37,547
Net Loss for the year - - (1,208,107) - (1,208,107)
----------- ----------- ----------- ----------- -----------
Balance December 31, 1996 2,939,930 $ 4,022,671 $(2,292,261) $ 37,547 $ 1,767,957
Exercise of employee stock
Options 12,500 15,000 15,000
Net income 13,160 13,160
Currency translation adjustment (24,496) (24,496)
----------- ----------- ----------- ----------- -----------
Balance at March 31, 1997 2,952,430 $ 4,037,671 $(2,279,101) $ 13,051 $ 1,771,621
=========== =========== =========== =========== ===========
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ACT Teleconferencing, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
THREE MONTHS ENDED MARCH 31
1997 1996
----------- -----------
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OPERATING ACTIVITIES
Net income (loss) $ 13,160 $ (154,597)
Adjustments to reconcile net income to
net cash used for operating activities:
Depreciation 59,615 64,232
Amortization of goodwill 4,510 10,166
Deferred income tax (1,020) -
Minority interest 67,817 33,787
----------- -----------
Cash flow before changes in operating
assets and liabilities: 144,082 (46,412)
Accounts receivable (444,742) (431,691)
Inventory 1,406 (7,869)
Prepaid expenses and other assets (57,656) (111,396)
Accounts payable and accrued liabilities 340,597 103,907
Income taxes payable 25,357 41,901
----------- -----------
Net cash provided by (used for) operating activities 9,044 (228,768)
INVESTING ACTIVITIES
Property and equipment purchases (301,918) (197,165)
----------- -----------
Net cash flow before financing activity (292,874) (425,933)
FINANCING ACTIVITIES
Net proceeds from issuance (repayment) of debt 3,028 (69,740)
Net proceeds from issuance of common stock 15,000 1,990,790
----------- -----------
Net cash after financing activities (274,846) 1,495,117
Effect of change in exchange rate on cash (24,496) -
----------- -----------
Net (decrease) increase in cash and cash equivalents $ (299,342) $ 1,495,117
=========== ===========
Cash and cash equivalents, beginning of year $ 621,742 $ 288,345
Cash and cash equivalents, end of year 322,400 1,783,462
----------- -----------
Net (decrease) increase in cash $ (299,342) $ 1,495,117
=========== ===========
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Act Teleconferencing, Inc.
Notes to Consolidated Financial Statements
(Unaudited)
BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-QSB and Item 310(b) of
Regulation S-B. 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 (consisting
of normal recurring accruals) considered necessary of a fair presentation have
been included. Operating results for the three-month period ending March 31,
1997 are not necessarily indicative of the results that may be expected for the
year ended December 31, 1997. For further information refer to the financial
statements and footnotes thereto included in the Company's annual report on
Form 10-KSB for the year ended December 31, 1996.
BUSINESS
ACT Teleconferencing, Inc. (the Company) is engaged in the business of providing
high-quality audio, data, and video conferencing products and services to
business clients. The Company operates in the United States, the United Kingdom,
the Netherlands, and Belgium.
PRINCIPLES OF CONSOLIDATION
The consolidated financial statements include the accounts of ACT
Teleconferencing, Inc., its wholly owned domestic subsidiaries ACT
Teleconferencing Services, Inc., ACT VideoConferencing, Inc., ACT Research,
Inc., its 60% owned United Kingdom subsidiary, ACT Teleconferencing Limited, and
its 100% owned Dutch subsidiary, ACT Teleconferencing, B.V. All material
intercompany transactions and balances have been eliminated.
EQUIPMENT AND DEPRECIATION
Equipment is stated at cost. Depreciation is calculated on a straight-line basis
over the estimated useful lives of five years for furniture and five or ten
years for equipment. Depreciation expense includes capital lease amortization
charges.
NET EARNINGS (LOSS) PER SHARE
Net earnings (loss) per share is computed based upon the weighted average number
of shares of common stock outstanding during the period. Options and warrants
are not included in the computations since their effect is presently either
anti-dilutive or not material. In February 1997, the Financial Accounting
Standards Board issued Statement No. 128, EARNINGS PER SHARE, which is required
to be adopted on December 31, 1997. At that time, the Company will be required
to change the method used to compute earnings per share and to restate all prior
periods. Under the new requirements for calculating primary earnings per share,
the dilutive effect of stock options will be excluded. The expected impact of
Statement No. 128 on these quarters is not expected to be material.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
THE MANAGEMENT'S DISCUSSION AND ANALYSIS SECTION OF THIS REPORT
CONTAINS FORWARD-LOOKING STATEMENTS, WHICH ARE SUBJECT TO CERTAIN RISKS
AND UNCERTAINTIES. CERTAIN SUCH STATEMENTS ARE REPEATED AT THE END OF
THIS MANAGEMENT'S DISCUSSION AND ANALYSIS SECTION TOGETHER WITH
SPECIFIC CAUTIONARY STATEMENTS IDENTIFYING FACTORS THAT COULD CAUSE
ACTUAL RESULTS TO DIFFER MATERIALLY FROM CURRENT EXPECTATIONS CONTAINED
IN EACH SUCH STATEMENT. FORWARD-LOOKING STATEMENTS ALSO MAY BE IMPLICIT
BUT NOT READILY IDENTIFIED WITHIN THE CONTEXT OF OTHER STATEMENTS. IN
GENERAL, AMONG THE FACTORS THAT COULD AFFECT THE COMPANY'S ACTUAL
RESULTS AND COULD CAUSE RESULTS TO DIFFER FROM THOSE CONTAINED IN THE
FORWARD-LOOKING STATEMENTS ARE THE CONTINUED ABILITY OF THE COMPANY TO
GENERATE REVENUE GROWTH IN AUDIO TELECONFERENCING, THE GENERAL RATE OF
DEVELOPMENT OF THE MARKET FOR VIDEOCONFERENCING SERVICES, AND THE
AVAILABLE OPPORTUNITIES TO EXPLORE NEW FOREIGN MARKETS. OTHER FACTORS
COULD ALSO CAUSE ACTUAL RESULTS TO VARY MATERIALLY FROM THE ANTICIPATED
RESULTS COVERED IN SUCH FORWARD-LOOKING STATEMENTS.
OVERVIEW
The Company completed a satisfactory first quarter in terms of both
maintaining revenue growth and achieving profitability. Revenues grew by 54%
reflecting continued growth in the market for audio teleconferencing services as
well as additional market share gains made by the Company.
Net income before taxes and minority interest improved by $189,874 over
the corresponding previous quarter last year, due mainly to improved
efficiencies in the Company's North American operations where revenues grew by
over 70%. The Company's European subsidiaries also continued to perform at
satisfactory revenue and profit levels.
In March 1997, an agreement was reached in the United States with AT&T
to co-market the Company's ActionView product range of videoconferencing
systems. Implementation of this agreement is in the preliminary stages, and
although it is somewhat early to determine the extent to which it may impact the
Company's revenues, videoconferencing sales are expected to increase during the
remainder of 1997. During this first quarter the Company successfully
implemented videobridging in Europe. Videobridging services are scheduled to
commence in the United States during the second quarter of 1997.
The Company anticipates that meaningful growth in audio
teleconferencing revenues will also continue in its operations in North America
and Europe. In addition, the Company is planning to expand into the Australian
teleconferencing market during the latter half of 1997.
COMPONENTS OF REVENUE AND EXPENSE
The Company derives revenues principally from fees charged to clients
for teleconference "bridging" services which interconnect multiple parties to a
conference call, from fees for enhanced services which supplement conference
calls, and from re-billing long-distance charges at a margin in excess of the
rate paid by the Company for its volume purchases of long-distance service.
The costs of teleconferencing services consist of local and
long-distance telephone services, depreciation on equipment, and salaries,
benefits, and office expenses of reservationists and conference coordinators,
who plan, organize, and manage teleconferences.
Selling, marketing, administrative and development expenses consist of
salaries, benefits, and office expenses of the Company's administrative, market
development, and sales organizations.
RESULTS OF OPERATIONS
QUARTER ENDED MARCH 31, 1997, COMPARED TO QUARTER ENDED MARCH 31, 1996
NET REVENUES. Net revenues increased 54 percent to $2.1 million for the
quarter ended March 31, 1997, compared to $1.4 million for the same period in
1996, primarily due to increased sales of audio teleconferencing services.
Revenue growth resulted from repeat sales to established customers and increased
sales of higher priced enhanced services as well as from sales to new customers.
During the quarter, domestic (North American) operations accounted for 52
percent of net revenues, compared to 52 percent for the prior quarter. Net
domestic revenues for the quarter increased by 70 percent over net revenues for
the prior quarter. Net international revenues increased by 35 percent over net
international revenues for the comparable prior quarter.
COST OF TELECONFERENCING SERVICES. Cost of teleconferencing services
increased 13 percent to $865,586 for the quarter, compared to $771,583 for the
prior quarter, reflecting increased teleconferencing activity. Gross margin (net
revenues less costs of conferencing services divided by net revenues) for the
quarter ended March 31, 1997 increased to 59 percent, compared to 44 percent
during the prior quarter. The increase in gross margin was achieved by the
increased sales of value-added products as well as from increased productivity.
MARKET DEVELOPMENT, GENERAL, AND ADMINISTRATIVE. Market development,
general, and administrative expenses for the quarter were $1.1 million, or 54
percent of revenue, compared to $679,766 or 50 percent of revenue for 1995. The
increase in such expenses as a percentage of revenues reflects growth in audio
teleconferencing sales, as well as the start up of the Company's new business
units in Europe, the entry into videoconferencing, and new international market
development costs.
INCOME (LOSS) BEFORE TAXES AND MINORITY INTEREST. Income before taxes
and minority interest amounted to $110,965, compared to a loss before taxes and
minority interest of $78,909 for the previous corresponding quarter. This
improvement was caused by the combination of increased revenues, better margins
and improved productivity described above.
TAXES ON INCOME AND MINORITY INTEREST. Taxes on income declined to
$29,988 for the quarter ended March 31, 1997, compared to $41,901 for 1996,
primarily due to increased market development costs offset against income earned
by the Company's 60% majority-owned United Kingdom subsidiary which pays full
tax. The Company paid no United States income tax due to net operating losses
incurred in its United States operations in previous years.
LIQUIDITY AND CAPITAL RESOURCES
During the quarter ended March 31, 1997, net cash used amounted to
$299,342. At March 31, 1997, the Company had cash and cash equivalents of
$322,400 compared to cash and cash equivalents on hand in 1996 of $671,742. Cash
was used primarily to finance the purchase of telecommunications equipment and
the growth in accounts receivable due to sales growth.
During the quarter, the Company invested $301,918 in additional
equipment, principally in telecommunication bridging systems to provide ongoing
new technology and capacity to the United States and European operations.
The Company believes that, given the present rate of sales and profit
growth in its core audio teleconferencing business, it will have sufficient cash
resources to meet its working capital needs for the coming year. The Company has
further plans to expand its capacity and open new operations in new geographic
locations, and to rapidly develop its videoconferencing business. These
expansion plans will be financed using a mix of lease financing for capital
equipment and the expected conversion of certain share warrants during June,
July, and August of 1997. If the warrant conversion is not completed, the
Company will defer certain of its expansion plans until alternative forms of
debt or equity financing are in place.
FORWARD-LOOKING STATEMENTS
CERTAIN STATEMENTS MADE ABOVE, SOME OF WHICH ARE SUMMARIZED BELOW, ARE
FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND UNCERTAINTIES, AND
ACTUAL RESULTS MAY BE MATERIALLY DIFFERENT. FACTORS THAT COULD CAUSE
ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN THE FORWARD-LOOKING
STATEMENT INCLUDE (BUT ARE NOT LIMITED TO) THE FOLLOWING:
VIDEOCONFERENCING SALES ARE EXPECTED TO INCREASE DURING THE REMAINDER
OF 1997. Slower-than-expected implementation of the AT&T agreement or
slower-than-expected development of the videoconferencing market could slow the
rate of sales growth of videoconferencing hardware and services.
VIDEOBRIDGING SERVICES ARE SCHEDULED TO COMMENCE IN THE UNITED STATES
DURING THE SECOND QUARTER OF 1997. Slower-than-expected implementation of the
AT&T agreement or slower-than-expected development of the videoconferencing
market could delay the implementation of bridging services.
THE COMPANY ANTICIPATES THAT MEANINGFUL GROWTH IN AUDIO
TELECONFERENCING REVENUES WILL CONTINUE IN ITS OPERATIONS IN NORTH AMERICA AND
EUROPE. A significant downturn in economic conditions generally or the
development of alternative technologies rendering teleconferencing less
effective could affect the rate of growth of audio teleconferencing revenues.
THE COMPANY IS PLANNING TO EXPAND INTO THE AUSTRALIAN TELECONFERENCING
MARKET. Lack of management capacity to oversee this expansion or alternative
growth opportunities in North America and Europe could delay these expansion
plans.
THE COMPANY BELIEVES THAT, GIVEN THE PRESENT RATE OF SALES AND PROFIT
GROWTH IN ITS CORE AUDIO TELECONFERENCING BUSINESS, IT HAS SUFFICIENT CASH
RESOURCES TO MEET ITS WORKING CAPITAL NEEDS FOR THE COMING YEAR. Failure to
maintain ongoing profit margins, resulting in a higher level of cash
utilization, could result in the Company deferring other expansion plans or
could cause it to seek additional financing in the capital markets for its
future growth plans.
THE COMPANY HAS FURTHER PLANS TO EXPAND ITS CAPACITY AND OPEN NEW
OPERATIONS IN NEW GEOGRAPHIC LOCATIONS, AND TO DEVELOP ITS VIDEOCONFERENCING
BUSINESS. THESE EXPANSION PLANS WILL BE FINANCED USING A MIX OF LEASE FINANCING
FOR CAPITAL EQUIPMENT AND THE EXPECTED CONVERSION OF CERTAIN SHARE WARRANTS
DURING JUNE, JULY, AND AUGUST OF 1997. Lack of borrowing or leasing capacity or
the failure to convert certain share warrants could delay the Company's forward
growth plans.
PART II -- OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
EXHIBIT INDEX
Exhibit No. Description
3.1** Restated Articles of Incorporation of the Company dated April 15, 1996
3.2** Bylaws of the Company, amended as of April 15, 1996
4.1* Form of specimen certificate for Common Stock of the Company
4.2* Form of Unit Purchase Option to be issued by the Company to the
Underwriter
4.3* Impound Agreement
4.4* Lock-up Letter Agreement
10.1* Stock Option Plan of 1991, as amended, authorizing 400,000 shares of
Common Stock for issuance pursuant to the Plan
10.2* Form of Stock Option Agreement
10.3* Form of Common Stock Purchase Warrant
10.4* Form of Placement Agent Warrant
10.5* Denver West Office Building Lease dated April 1, 1993, by and between
Denver West Office Building No. 6 Venture and the Company, as amended
10.6* Leases for United Kingdom facilities (First floor of Howard House)
dated September 29, 1993 and April 17, 1995, between Garfunkel &
Wanderer Limited and Reichwald Brothers
10.7* Letter agreement dated May 31, 1995 with Worldcom regarding lease of
Amsterdam facilities
10.8* Sublease Agreement with Integraf Corporation dated August 1995 for ACT
VideoConferencing, Inc. premises
10.9* Term Loan Agreement dated August 11, 1994, between the Company and
Norwest Bank, N.A., Boulder Colorado
10.10* Split Dollar Insurance Agreement dated March 1, 1990, between the
Company and Gerald D. Van Eeckhout
10.11* Service Agreement dated April 10, 1992 between David Holden and ACT
Teleconferencing Limited
10.12* Stock Purchase Agreement dated July 13, 1995, between the company and
Paul Clifford for acquisition of NBS, Inc.
10.13* Employment Agreement dated July 14, 1995 between the Company and Paul
Clifford
10.14* Agreement between Company and Gerald D. Van Eeckhout limiting his
compensation in 1996 and 1997
10.15* Memorandum dated December 22, 1995 from director Seifert amending Mr.
Van Eeckhout's compensation
10.16* Terms of employment of Harry Walls, president-designate of ACT
Teleconferencing Services, Inc. per Company's letter dated December 13,
1995
10.17* Agreement to Exchange Stock between Apogee Robotics, Inc. and Company
10.18* Agreement between Company and Ronald J. Bach to borrow proceeds from
sale of Apogee Robotics common stock
27.1 Financial Data Schedule
* Exhibit incorporated by reference to the Company's Registration Statement on
Form SB-2, filed with the Securities and Exchange Commission on October 10,
1995, and amendments thereto. Exhibits incorporated by reference carry
exhibit numbers identical to those in the Registration Statement.
** Incorporated by reference to the exhibit of the same number to the Company's
Form 10-QSB for the Quarter ended March 31, 1996, File No. 0-27560.
*** Incorporated by reference to the exhibits to the Company's Form 8-K filed
with the Securities and Exchange Commission on June 18, 1996, File No.
0-27560.
REPORTS ON FORM 8-K
The Company filed no reports on Form 8-K during the quarter ended March
31, 1997.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
ACT TELECONFERENCING, INC.
DATE: May 14, 1997 By: /s/ Gavin J. Thomson
------------------------------------
Gavin J. Thomson,
Chief Financial Officer
(Duly authorized officer and
Principal Financial Officer)
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INDEX TO EXHIBITS
Exhibit No. Description Page
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3.1 Restated Articles of Incorporation of the Company dated April 15, 1996 Incorporated by reference
3.2 Bylaws of the Company, amended as of April 15, 1996 Incorporated by reference
4.1 Form of specimen certificate for Common Stock of the Company Incorporated by reference
4.2 Form of Unit Purchase Option to be issued by the Company to the
Underwriter Incorporated by reference
4.3 Impound Agreement Incorporated by reference
4.4 Lock-up Letter Agreement Incorporated by reference
10.1 Stock Option Plan of 1991, as amended, authorizing 400,000 shares of
Common Stock for issuance pursuant to the Plan Incorporated by reference
10.2 Form of Stock Option Agreement Incorporated by reference
10.3 Form of Common Stock Purchase Warrant Incorporated by reference
10.4 Form of Placement Agent Warrant Incorporated by reference
10.5 Denver West Office Building Lease dated April 1, 1993, by and between
Denver West Office Building No. 6 Venture and the Company, as amended
Incorporated by reference
10.6 Leases for United Kingdom facilities (First floor of Howard
House) dated September 29, 1993 and April 17, 1995, between
Garfunkel & Wanderer Limited and Reichwald Brothers Limited,
Landlord, and ACT Teleconferencing Limited, Tenant Incorporated by reference
10.7 Letter agreement dated May 31, 1995 with Worldcom regarding lease of
Amsterdam facilities Incorporated by reference
10.8 Sublease Agreement with Integraf Corporation dated August 1995 for ACT
VideoConferencing, Inc. premises Incorporated by reference
10.9 Term Loan Agreement dated August 11, 1994, between the Company and
Norwest Bank, N.A., Boulder, Colorado Incorporated by reference
10.10 Split Dollar Insurance Agreement dated March 1, 1990, between the
Company and Gerald D. Van Eeckhout Incorporated by reference
10.11 Service Agreement dated April 10, 1992 between David Holden and ACT
Teleconferencing Limited Incorporated by reference
10.12 Stock Purchase Agreement dated July 13, 1995, between the Company and
Paul Clifford for acquisition of NBS, Inc. Incorporated by reference
10.13 Employment Agreement dated July 14, 1995, between the Company and Paul
Clifford Incorporated by reference
10.14 Agreement between Company and Gerald D. Van Eeckhout limiting his
compensation in 1996 and 1997 Incorporated by reference
10.15 Memorandum dated December 22, 1995 from director Seifert amending Mr.
Van Eeckhout's compensation Incorporated by reference
10.16 Terms of employment of Harry Walls, president-designate of ACT
Teleconferencing Services, Inc. per Company's letter dated December
13, 1995 Incorporated by reference
10.17 Agreement to Exchange Stock between Apogee Robotics, Inc. and Company Incorporated by reference
10.18 Agreement between Company and Ronald J. Bach to borrow proceeds from
sale of Apogee Robotics common stock Incorporated by reference
27.1 Financial Data Schedule Filed electronically
</TABLE>
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<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Company's unaudited March 31, 1997 financial statements and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 322,400
<SECURITIES> 50,000
<RECEIVABLES> 1,801,213
<ALLOWANCES> 262,844
<INVENTORY> 124,440
<CURRENT-ASSETS> 2,411,707
<PP&E> 2,668,634
<DEPRECIATION> 796,171
<TOTAL-ASSETS> 4,254,712
<CURRENT-LIABILITIES> 1,852,085
<BONDS> 0
0
0
<COMMON> 4,037,671
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 4,254,712
<SALES> 2,117,654
<TOTAL-REVENUES> 2,117,654
<CGS> 869,586
<TOTAL-COSTS> 2,006,689
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 9,063
<INCOME-PRETAX> 110,965
<INCOME-TAX> 29,988
<INCOME-CONTINUING> 13,160
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13,160
<EPS-PRIMARY> .005
<EPS-DILUTED> .005
</TABLE>
