AMERILINK CORP
10-Q, 1997-02-12
WATER, SEWER, PIPELINE, COMM & POWER LINE CONSTRUCTION
Previous: CITATION CORP /AL/, 10-Q, 1997-02-12
Next: SPECTRUM EQUITY INVESTORS LP, SC 13G/A, 1997-02-12



<PAGE>

                          SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C.  20549

                                      Form 10-Q

(Mark One)
      [X]     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
              SECURITIES EXCHANGE ACT OF 1934.

               For the quarterly period ended December 29, 1996
                                              -----------------

                                          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      0-24334
                                          --------------------

                                AMERILINK CORPORATION
                                ---------------------
                (Exact name of registrant as specified in its charter)


            Ohio                                      31-1409345
- ------------------------------              ------------------------------------
(State of other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)



                 1900 E. Dublin-Granville Road, Columbus, Ohio  43229
                 ----------------------------------------------------
             (Address of principal executive offices, including zip code)



                                    (614) 895-1313
               -------------------------------------------------------
                 (Registrant's 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 subject to such filing
requirements for the past 90 days.

                   Yes   X   .       No       .
                       ------           ------

3,478,580 shares of common stock were outstanding as of February 5, 1997


                                          1

<PAGE>

                                AMERILINK CORPORATION
               QUARTERLY REPORT FOR THE QUARTER ENDED DECEMBER 29, 1996


                                  Index                             Page No.
                                  -----                             --------

PART I: FINANCIAL INFORMATION

    Item 1 - Financial Statements

            Consolidated Balance Sheets as of March 31, 1996 and
            December 29, 1996 (Unaudited)                                 3

            Consolidated Statements of Income (Unaudited) for the
            thirty-nine weeks ended December 31, 1995 and
            December 29, 1996                                             4

            Consolidated Statements of Income (Unaudited) for the
            thirteen weeks ended December 31, 1995 and
            December 29, 1996                                             5

            Consolidated Statement of Changes in Shareholders' Equity
            (Unaudited) for the thirty-nine weeks ended
            December 29, 1996                                             6

            Consolidated Statements of Cash Flows (Unaudited) for the
            thirty-nine weeks ended December 31, 1995 and
            December 29, 1996                                             7

            Notes to Consolidated Financial Statements                    8

     Item 2 - Management's Discussion and Analysis of
              Financial Condition and Results of Operations              9-12

PART II: OTHER INFORMATION

              Items 1-6                                                   13
              Signatures                                                  14


                                          2

<PAGE>

                                AMERILINK CORPORATION
                             CONSOLIDATED BALANCE SHEETS
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 

                                                    March 31, 1996     December 29, 1996
- ----------------------------------------------------------------------------------------
                                                                          (unaudited)
<S>                                                 <C>                <C>
ASSETS
Current assets:
  Cash and cash equivalents                        $      78,680       $     146,506
  Accounts receivable-trade, net of allowance for
    doubtful accounts of $95,000 and $98,000           8,899,443          12,785,322
  Work-in-process                                      2,902,617           4,500,140
  Materials and supply inventories                     1,710,084           1,439,055
  Other receivables                                      221,659             268,932
  Deferred tax benefit                                   127,286             127,286
  Other                                                  510,263             187,631
                                                   -------------       -------------
     Total current assets                             14,450,032          19,454,872


Property and equipment - net                           6,032,551           5,791,184


Deposits and other assets                                 71,217             171,355
                                                   -------------       -------------
Total assets                                       $  20,553,800       $  25,417,411
                                                   -------------       -------------
                                                   -------------       -------------

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
  Trade accounts payable                           $   1,802,121       $   2,016,391
  Liability to subcontractors                          1,083,186           1,415,364
  Accrued compensation and related expenses            1,078,935           1,267,149
  Accrued insurance                                      536,872             346,590
  Other                                                  160,952             191,283
  Current maturities of long-term debt                   720,000             249,190
                                                   -------------       -------------
     Total current liabilities                         5,382,066           5,485,967

Long-term debt, less current maturities                5,843,227           9,575,000
Deferred income taxes                                    117,839             117,839
                                                   -------------       -------------
     Total liabilities                                11,343,132          15,178,806

Shareholders' equity:
  Preferred stock, without par; 1,000,000
    shares authorized; none issued
    or outstanding                                          ----                ----
  Common stock, without par; 10,000,000
    shares authorized; 3,478,580 shares
    issued and outstanding                             8,061,395           8,061,395
  Retained earnings                                    1,149,273           2,177,210
                                                   -------------       -------------
     Total shareholders' equity                        9,210,668          10,238,605
                                                   -------------       -------------
Total liabilities and shareholders' equity         $  20,553,800       $  25,417,411
                                                   -------------       -------------
                                                   -------------       -------------

</TABLE>
 
- --------------------------------------------------------------------------------

See notes to financial statements.


                                          3


<PAGE>

                                AMERILINK CORPORATION
                          CONSOLIDATED STATEMENTS OF INCOME
                                     (UNAUDITED)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                                                 Thirty-nine Weeks Ended
                                           December 31, 1995   December 29, 1996
- --------------------------------------------------------------------------------

Revenues                                     $ 43,119,537        $ 45,915,307
Cost of sales                                  30,113,634          30,384,268
                                             ------------        ------------
Gross profit                                   13,005,903          15,531,039
Selling, general and administrative
  expenses                                     11,758,263          13,364,015
                                             ------------        ------------
Income from operations                          1,247,640           2,167,024
Interest expense                                 (387,990)           (461,106)
Other income                                       27,323               7,019
                                             ------------        ------------
Income before income taxes                        886,973           1,712,937
Provision for income taxes                        314,000             685,000
                                             ------------        ------------
Net income                                   $    572,973        $  1,027,937
                                             ------------        ------------
                                             ------------        ------------

Net income per common share                  $       0.16        $       0.29
                                             ------------        ------------
                                             ------------        ------------
Weighted average common shares
  outstanding                                   3,626,210           3,591,514

- --------------------------------------------------------------------------------

See notes to financial statements.


                                          4


<PAGE>

                                AMERILINK CORPORATION
                          CONSOLIDATED STATEMENTS OF INCOME
                                     (UNAUDITED)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                                                  Thirteen Weeks Ended
                                           December 31, 1995   December 29, 1996
- --------------------------------------------------------------------------------

Revenues                                     $ 15,661,152        $ 16,731,323
Cost of sales                                  10,795,421          10,880,892
                                             ------------        ------------
Gross profit                                    4,865,731           5,850,431
Selling, general and administrative
  expenses                                      4,384,851           4,841,170
                                             ------------        ------------
Income from operations                            480,880           1,009,261
Interest expense                                 (164,737)           (182,400)
Other income                                       24,656               3,191
                                             ------------        ------------
Income before income taxes                        340,799             830,052
Provision for income taxes                         96,000             332,000
                                             ------------        ------------
Net income                                   $    244,799        $    498,052
                                             ------------        ------------
                                             ------------        ------------
Net income per common share                  $       0.07        $       0.14
                                             ------------        ------------
                                             ------------        ------------
Weighted average common shares
  outstanding                                   3,615,352           3,543,033


- --------------------------------------------------------------------------------

See notes to financial statements.


                                          5


<PAGE>

                                AMERILINK CORPORATION
              CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
                  FOR THE THIRTY-NINE WEEKS ENDED DECEMBER 29, 1996
                                     (UNAUDITED)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                                 Number      Common      Retained
                               of Shares     Stock       Earnings      Total
- --------------------------------------------------------------------------------

Balance at March 31, 1996      3,478,580  $ 8,061,395  $ 1,149,273  $ 9,210,668

Net income                          ----         ----    1,027,937    1,027,937
                               ---------  -----------  -----------  -----------
Balance at December 29, 1996   3,478,580  $ 8,061,395  $ 2,177,210  $10,238,605
                               ---------  -----------  -----------  -----------
                               ---------  -----------  -----------  -----------


- --------------------------------------------------------------------------------

See notes to financial statements.


                                          6

<PAGE>

                        AMERILINK CORPORATION
                 CONSOLIDATED STATEMENTS OF CASH FLOWS
                            (UNAUDITED)

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
                                                         Thirty-nine Weeks Ended
                                                   December 31, 1995  December 29, 1996
- -----------------------------------------------------------------------------------------
<S>                                                <C>                  <C>
OPERATING ACTIVITIES
Net income                                           $   572,973        $ 1,027,935
Adjustments to reconcile net income 
to net cash used in operating activities:
 Depreciation and amortization                         1,426,478          1,597,738
 Net gain on disposal of fixed assets                    (37,536)           (26,143)
 Gain on investments                                     (23,534)                --
 Deferred income taxes                                   (30,324)                --
 Changes in operating assets and liabilities:
  Accounts receivable and work-in-process             (2,922,386)        (5,483,402)
  Materials and supply inventories                      (336,154)           271,029
  Other receivables                                       (7,993)           (47,273)
  Other current assets                                   (33,744)           322,632
  Trade accounts payable                                 798,213            214,272
  Liability to subcontractors                             30,390            332,178
  Accrued compensation and related expenses              204,686            188,214
  Accrued insurance                                     (193,915)          (190,282)
  Other current liabilities                                 (320)            30,331
                                                     -----------        -----------
Net cash used in operating activities                   (553,166)        (1,762,771)

INVESTING ACTIVITIES
 Purchase of property and equipment                   (3,241,850)        (1,947,346)
 Proceeds from sale of property and equipment            171,516            617,118
 Deposits and other assets                               225,925           (100,138)
                                                     -----------        -----------
Net cash used in investing activities                 (2,844,409)        (1,430,366)

FINANCING ACTIVITIES
 Principal payments on long-term debt                (11,915,000)       (12,745,000)
 Proceeds from borrowings on long-term debt           15,375,000         16,005,963
                                                     -----------        -----------
Net cash provided by financing activities              3,460,000          3,260,963
                                                     -----------        -----------
 Increase in cash and cash equivalents                    62,425             67,826
Cash and cash equivalents at beginning of period          71,944             78,680
                                                     -----------        -----------
Cash and cash equivalents at end of period           $   134,369        $   146,506
                                                     -----------        -----------
                                                     -----------        -----------
SUPPLEMENTAL CASH FLOW DISCLOSURES
  Interest paid                                      $   388,709        $   465,223
  Income taxes paid                                  $   424,149        $   294,932
- -----------------------------------------------------------------------------------------
</TABLE>

                        See notes to financial statements.

                                      7

<PAGE>

                             AMERILINK CORPORATION
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                (UNAUDITED)

1. BASIS OF PRESENTATION

     AmeriLink Corporation (the "Company") is a nationwide provider of 
cabling systems for the transmission of video, voice and data. The Company 
offers its services on a national basis to providers of telecommunications 
services, including: cable television multiple system operators ("MSO"s); 
traditional telephone service providers ("TELCOs"), including local exchange 
carriers ("LEC"s) and long distance carriers; competitive access providers 
("CAPS"); Direct Broadcast Satellite ("DBS") providers; and users of Local 
Area Network ("LAN") systems. The Company's cabling services include the 
designing, constructing, installing and maintaining of fiber optic, copper 
and coaxial cabling systems. The Company provides these services 
predominately through the use of independent contractors via its national 
network of regional and satellite field offices.

     These financial statements have been prepared in accordance with 
generally accepted accounting principles for interim financial information 
and with the instructions to Form 10-Q and Article 10 of Regulation S-X. 
Accordingly, they do not include all information and footnotes required by 
generally accepted accounting principles for complete financial statements. 
These financial statements should be read in conjunction with the March 31, 
1996 audited financial statements of AmeriLink Corporation contained in its 
Annual Report to Shareholders.

     The financial information included herein reflects all adjustments 
(consisting of normal recurring adjustments) which are, in the opinion of 
management, necessary for a fair presentation of the results for interim 
periods. The results of operations for the thirty-nine weeks ended December 
29, 1996 are not necessarily indicative of the results to be expected for the 
full year.

2. INCOME TAXES

     The provision for income taxes for the thirteen and thirty-nine weeks 
ended December 31, 1995 includes a benefit of approximately $40,000 due to 
the adjustment of deferred tax balances.

3. NET INCOME PER SHARE

     Net income per share is calculated by dividing net income by the 
weighted average shares outstanding for the period presented, including, when 
their effect is dilutive, common stock equivalents consisting of shares 
subject to stock options.

4. NOTES PAYABLE AND LONG-TERM DEBT

     On September 27, 1996, the Company amended its credit agreement with its 
commercial bank. Under the agreement, the Company has a $12,000,000 unsecured 
revolving credit note and an unsecured term note. The interest rate on the 
revolving credit note is prime minus 1% and interest is payable monthly. The 
revolving credit note matures September 30, 1998 and includes a commitment 
fee of 1/4% on any unused portion of the note. Borrowings under the revolving 
credit note were $9,575,000 at December 29, 1996.

     The unsecured term note in the amount of $1,629,190 matures May 31, 
1997. Interest is payable monthly at the rate of prime. The balance of the 
unsecured term note at December 29, 1996 was $249,190.

                                      8

<PAGE>

              MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                    CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

COMPARISONS OF THIRTY-NINE WEEKS ENDED DECEMBER 31, 1995 AND DECEMBER 29, 1996

 REVENUES

     Total revenues for the first nine months of fiscal 1997 were $45,915,307 
compared to $43,119,537 for the first nine months of fiscal 1996, an increase 
of 6.5%.

     Total residential and commercial premises wiring revenues 
(non-construction cabling services) for the first nine months of fiscal 1997 
increased 38% to approximately $38.4 million compared to approximately $27.7 
million in fiscal 1996. Revenues from local area network cabling services 
almost doubled during the first nine months of fiscal 1997 to approximately 
$10.8 million (vs. $5.6 million during the comparable period in fiscal 1996) 
due to increased marketing efforts by the Company for these services. In 
addition, premises wiring revenues derived from telephone companies increased 
to approximately $4.9 million for the first nine months of fiscal 1997 
compared to approximately $1.2 million for the corresponding period last 
year. The Company believes that as a result of the Telecommunications Act of 
1996, certain telephone companies have increased their capital expenditures 
for video systems, and the Company has aggressively marketed its services to 
these companies.

     Outside plant construction revenues for the first nine months of fiscal 
1997 declined to approximately $7.5 million from approximately $15.4 million 
during the comparable period in fiscal 1996. The decrease in outside plant 
construction revenues reflects management's strategy to de-emphasize these 
services.

 GROSS PROFIT

     Gross profit for the first nine months of fiscal 1997 was $15,531,039, 
or 33.8% of revenues, as compared to $13,005,903, or 30.2% of revenues, for 
the corresponding period last year.

     The increase in gross margin for the first nine months of fiscal 1997 
can primarily be attributed to the emphasis on premises wiring projects over 
outside plant construction projects. Outside plant construction projects 
require the use of heavy machinery, specialized trucks, tool systems, and 
other related construction equipment which reduce the Company's gross margin. 
During the first nine months of fiscal 1996, the Company's overall operating 
results were negatively impacted by operating losses incurred on a large 
construction project in the San Diego area. These operating losses totaled 
approximately $(450,000), due primarily to high vehicle, equipment, and 
production costs, on contract revenues of approximately $4.1 million. The 
Company's overall operating results for the first six months of fiscal 1997 
were negatively impacted by operating losses of approximately ($370,000) as a 
result of the Company's decision to close its San Diego regional office and 
the completion of remaining outside plant construction projects there.

 SELLING, GENERAL AND ADMINISTRATIVE

     Selling, general, and administrative expenses for the first nine months 
of fiscal 1997 were $13,364,015 or 29.1% of revenues as compared to 
$11,758,263 or 27.3% of revenues for the corresponding period last year.

     The Company's selling, general and administrative cost structure, which 
consists primarily of field employee wages and payroll costs, is maintained 
at levels necessary to adequately support both anticipated near term revenues 
and projected longer term revenues. These anticipated revenue levels and 
associated cost structures may vary among the Company's regional field 
offices and geographic market areas. The dollar

                                      9

<PAGE>


increase in selling, general, and administrative expenses for the first nine 
months of fiscal 1997 is primarily due to increased employee wages and 
associated costs incurred to support both current period revenues and 
anticipated future revenues. Selling, general, and administrative expenses 
also include additional amounts for sales personnel engaged in marketing the 
Company's local area network cabling services. The Company's selling, general 
and administrative expenses during the current fiscal year were also impacted 
by a charge to bad debts of $234,000 as a result of a customer filing for 
protection under Chapter 11 of the Bankruptcy Code.

 INTEREST EXPENSE

   Interest expense was $461,106 or 1.0% of revenues for the first nine months 
of fiscal 1997 as compared to $387,990 or 0.9% of revenues for the first nine 
months of fiscal 1996.

   The dollar increase in interest expense is primarily due to increased 
borrowings to finance accounts receivable and work-in-process.

COMPARISONS OF THIRTEEN WEEKS ENDED DECEMBER 31, 1995 AND DECEMBER 29, 1996

 REVENUES

   Third quarter revenues for fiscal 1997 rose 6.8% to a record level of 
$16,731,323 as compared to $15,661,152 for the third quarter of fiscal 1996.

   Total residential and commercial premises wiring revenues comprised 
approximately 88% of third quarter revenues vs. approximately 67% of third 
quarter revenues for the prior period. Premises wiring revenues from 
telephone companies made a large impact during the third quarter of fiscal 
1997 increasing to an all time high of approximately $3.5 million from 
approximately $0.9 million in the corresponding period last year. The Company 
believes the increase in these revenues is attributed to the passage of the 
Telecommunications Act of 1996, which has resulted in certain telephone 
companies increasing their capital spending for video systems, and to the 
Company's marketing efforts to provide its services to these Telco providers. 
Premises wiring revenues from local area network services for the third 
quarter of fiscal 1997 posted a 55% increase to approximately $3.0 million 
compared to approximately $1.9 million in the corresponding period a year ago.

   Outside plant construction revenues for the third quarter of fiscal 1997 
were approximately $2.0 million compared to approximately $5.1 million for 
the third quarter of fiscal 1996. This decrease is consistent with the 
Company's strategy of focusing its marketing efforts on premises wiring 
services.

 GROSS PROFIT

   Gross profit for the third quarter of fiscal 1997 was $5,850,431 or 35% of 
revenues as compared to $4,865,731, or 31.1% of revenues for the 
corresponding period last year.

   The increase in gross margin for the third quarter of fiscal 1997 can 
principally be attributed to a decrease in vehicle and equipment costs as a
result of a reduction of outside plant construction projects. These projects 
require the use of heavy machinery, specialized trucks, tool systems and 
other related construction equipment. During the third quarter of fiscal 
1996, the Company's overall operating results were negatively impacted by 
operating losses incurred on a large construction project in the San Diego 
area. These operating losses totaled approximately $(230,000), due mainly to 
high vehicle, equipment and production costs, on contract revenues of 
approximately $1.1 million.

 SELLING, GENERAL AND ADMINISTRATIVE

   Selling, general and administrative expenses for the third quarter of 
fiscal 1997 were $4,841,170 or 28.9% of revenues as compared to $4,384,851 or 
28% of revenues for the corresponding period last year.

                                      10

<PAGE>

   The dollar increase in selling, general and administrative expenses is 
principally due to increased employee payroll and associated costs incurred 
to support both actual and anticipated increased revenues. Third quarter 
selling, general and administrative expenses for fiscal 1997 were negatively 
impacted by a charge of $134,000 as a result of a customer filing for 
protection under Chapter 11 of the Bankruptcy Code.

 INTEREST EXPENSE

   Interest expense was $182,400, or 1.1% of revenues for the third quarter 
of fiscal 1997, as compared to $164,737, or 1.1% of revenues for the third 
quarter of fiscal 1996.

   The dollar increase in interest expense is primarily due to increased 
borrowings needed to finance accounts receivable and work-in-process.

 LIQUIDITY AND CAPITAL RESOURCES

   GENERAL. Historically, the Company's principal sources of liquidity have 
come from operating cash flow and credit arrangements. The Company's primary 
requirements for working capital are to finance accounts receivable, 
work-in-process and capital expenditures. Pursuant to a typical construction, 
MDU (multiple dwelling unit) installation, or LAN cabling contract, work 
performed by the Company is generally not billed to a customer until various 
stages in a project are complete or until the entire project is complete. 
Because the Company pays its suppliers and subcontractors on a current basis, 
to the extent that trade payables exceed customer accounts paid at any given 
time, the Company draws on its revolving credit note to finance its 
work-in-process until project work is billed to and paid by the customer.

   Combined accounts receivable and work-in-process at December 29, 1996 
totaled $17,285,462, as compared to $13,554,662 at December 31, 1995, an 
increase of $3,730,800 or 28%. This increase is due to a number of factors, 
including a general increase in revenues and increases in the Company's 
volume of MDU projects and LAN cabling contracts. The Company anticipates 
that it will continue to receive collections of its accounts receivable in 
the ordinary course of business in sufficient amounts to permit it to comply 
with all covenants and terms of its revolving credit note. As of January 31, 
1997, the Company received subsequent collections of accounts receivable 
balances which allowed for the reduction of approximately $2.7 million from 
its revolving credit note. There is no assurance, however, that the Company 
will be able to collect all or substantially all of its accounts receivable 
outstanding at any time, although the Company believes it has adequately 
provided for potential losses through its allowance for doubtful accounts. The 
Company's failure to collect substantially all of its accounts receivable and 
work-in-process would have an adverse impact on its working capital and could 
adversely affect its results of operations.

   Capital requirements are dependent upon a number of factors, including the 
Company's revenues, level of operations, and the type of contracts and work 
that the Company performs. Due to the fact that the Company generally has no 
extended commitments from its customers, it is difficult to forecast longer 
term revenues and associated capital expenditure and operating cash 
requirements.

   Management believes that current and possible additional credit from its 
commercial bank, cash flow from operations, and funds which may be obtained 
from the issuance of common stock should provide sufficient capital to meet 
the reasonably foreseeable business needs of the Company.

   CURRENT CREDIT ARRANGEMENTS. Under a credit agreement with its commercial 
bank that was amended September 27, 1996, the Company has a $12,000,000 
unsecured revolving credit note and an unsecured term note. The interest rate 
on the revolving credit note is prime minus 1% and interest is payable 
monthly. The revolving credit note matures September 30, 1998 and includes a 
commitment fee of 1/4% on any unused portion of the note. Borrowings under 
the revolving credit note were $9,575,000 at December 29, 1996 and $6,925,000 
at January 31, 1997.

   The unsecured term note in the amount of $1,629,190 matures May 31, 1997. 
Interest is payable monthly at the bank's prime rate. The balance of the 
unsecured term note at December 29, 1996 was $249,190.

                                       11

<PAGE>

   CASH FLOW FROM OPERATING ACTIVITIES. For the first nine months of fiscal 
1997, net cash used in operating activities totaled $1,762,771. This is 
principally the result of increases in accounts receivable and 
work-in-process that were not offset by corresponding increases in trade 
accounts payable and liabilities to subcontractors. The Company is limited in 
its ability to offset increases in accounts receivable and work-in-process 
through increases in accounts payable or liabilities to subcontractors.

   CASH FLOW FROM INVESTING ACTIVITIES. For the first nine months of fiscal 
1997, net cash used in investing activities totaled $1,430,366. This was 
mainly due to the purchase of property and equipment that totaled $1,947,346 
for the first nine months of fiscal 1997. The level of capital expenditures is 
dependent largely upon the level of construction services that the Company 
performs. The Company uses heavy machinery, specialized trucks, and other 
construction equipment to perform its construction services. Capital 
expenditures for the first nine months of fiscal 1997 have decreased 
approximately $1.3 million or 40% as compared to the corresponding period 
last year. This decrease is the result of the Company doing less outside 
plant construction work in fiscal 1997.

SEASONALITY AND VARIABILITY IN QUARTERLY RESULTS

   The Company has no long-term contractual commitments to provide its 
services. The contractual commitments which do exist generally can be 
terminated on 30 days notice. These contractual commitments do not involve a 
firm backlog of committed work because the nature of the Company's contracts 
with MSOs, CAPs, Telcos and DBS providers produce daily work orders only on a 
project-by-project basis which must be funded by an approved purchase order. 
In addition, the Company's operations historically have been influenced by 
the budget cycles of the Company's customers and by the impact of weather 
conditions. Most of the Company's customers utilize a calendar year budget 
cycle, funded with quarterly purchase authorizations, which in certain fiscal 
years has resulted in a lack of availability of funds in the Company's third 
fiscal quarter and has delayed work authorizations in the Company's fourth 
fiscal quarter. Weather can affect the amount of construction cabling 
services provided by the Company since they are performed outdoors. Weather 
can also impact the Company's non-construction cabling services due to the 
limited and lost production associated with poor driving conditions and 
generally difficult working environments. Additionally, the construction of 
new and the rebuilding of existing aerial and underground cable systems is 
dependent on the cable television and the telephone industries' demands, 
which may fluctuate on a seasonal basis.

INFLATION

   Historically, inflation has not been a significant factor to the Company as 
labor is the primary cost of operations and its contracts are typically 
short-term in nature. On an ongoing basis, the Company attempts to minimize 
any effects of inflation on its operating results by controlling operating 
costs and, whenever possible, seeking to insure that selling prices reflect 
increases in costs due to inflation.

ENVIRONMENTAL MATTERS

   The Company anticipates that its compliance with various laws and 
regulations relating to the protection of the environment will not have a 
material effect on its capital expenditures, future earnings or competitive 
position.

CAUTION CONCERNING FORWARD-LOOKING STATEMENTS

   The Company cautions that this report contains forward-looking statements 
(as such term is defined in the Private Securities Litigation Act of 1995) 
and cautions further that any forward-looking statements contained in this 
Report or made by management of the Company involve risks and uncertainties, 
and are subject to change based on various important factors. These important 
factors include, among others, the risk of changing market conditions and 
customer purchase authorizations, competitive and regulatory risks associated 
with the telecommunications industry, and other risks described in the 
Company's Securities and Exchange Commission filings.

                                     12

<PAGE>

                             AMERILINK CORPORATION
                          PART II - OTHER INFORMATION


Item 1.    LEGAL PROCEEDINGS.  NOT APPLICABLE


Item 2.    CHANGE IN SECURITIES.  NOT APPLICABLE


Item 3.    DEFAULTS UPON SENIOR SECURITIES.  NOT APPLICABLE


Item 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.  NOT APPLICABLE


Item 5.    OTHER INFORMATION.  NOT APPLICABLE


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

           (a)  Exhibits

    Exhibit No.                     Description
    -----------                     -----------
        27              Financial Data Schedule filed herewith 
                        as part of this report on Form 10-Q.


           (b)          No reports on Form 8-K have been filed
                        during the quarter ended December 29, 1996.




                                       13

<PAGE>

                                    SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the 
Registrant has july caused this report to be signed on its behalf by the 
undersigned thereunto duly authorized.


                                    AMERILINK CORPORATION
                                    (Registrant)


Date:  February 10, 1997            By: /s/ Larry R. Linhart
                                        ---------------------------------
                                        Larry R. Linhart
                                        Chief Executive Officer
                                        President



Date:  February 10, 1997            By: /s/ James W. Brittan
                                        ---------------------------------
                                        James W. Brittan
                                        Vice President of Finance
                                        (Principal Financial and Accounting
                                        Officer)




                                       14



<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AS OF DECEMBER 29, 1996 AND STATEMENT OF OPERATIONS FOR THE THIRTY-NINE
WEEKS ENDED DECEMBER 29, 1996 OF AMERILINK CORPORATION AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          MAR-30-1997
<PERIOD-START>                             APR-01-1996
<PERIOD-END>                               DEC-29-1996
<CASH>                                         146,506
<SECURITIES>                                         0
<RECEIVABLES>                               12,883,322
<ALLOWANCES>                                    98,000
<INVENTORY>                                  1,439,055
<CURRENT-ASSETS>                            19,454,872
<PP&E>                                       5,791,184<F1>
<DEPRECIATION>                                       0<F1>
<TOTAL-ASSETS>                              25,417,411
<CURRENT-LIABILITIES>                        5,485,967
<BONDS>                                      9,575,000
                                0
                                          0
<COMMON>                                     8,061,395
<OTHER-SE>                                   2,177,210
<TOTAL-LIABILITY-AND-EQUITY>                25,417,411
<SALES>                                     45,915,307
<TOTAL-REVENUES>                            45,915,307
<CGS>                                       30,384,268
<TOTAL-COSTS>                               43,748,283
<OTHER-EXPENSES>                               (7,019)
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                             461,106
<INCOME-PRETAX>                              1,712,937
<INCOME-TAX>                                   685,000
<INCOME-CONTINUING>                          1,027,937
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 1,027,937
<EPS-PRIMARY>                                     0.29
<EPS-DILUTED>                                     0.29
<FN>
<F1>PROPERTY, PLANT, AND EQUIPMENT IS REPORTED NET OF ACCUMULATED DEPRECIATION ON
THE CONSOLIDATED BALANCE SHEET
</FN>
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission