-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, M6d/k1y9NLju3K8q5GzWPd4t9Wca9wv5Y3ipc+TWs4baDmA8CG2hUkMNXuZ5kNpj JuIk4B2gilrpnh6wRCmkPA== 0001042910-99-001068.txt : 19990817 0001042910-99-001068.hdr.sgml : 19990817 ACCESSION NUMBER: 0001042910-99-001068 CONFORMED SUBMISSION TYPE: 10QSB/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990331 FILED AS OF DATE: 19990816 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN ACCESS TECHNOLOGIES INC CENTRAL INDEX KEY: 0001043186 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 593410234 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB/A SEC ACT: SEC FILE NUMBER: 000-24575 FILM NUMBER: 99691627 BUSINESS ADDRESS: STREET 1: 238 N WESTMONTE DR #210 CITY: ALTAMONTE SPRINGS STATE: FL ZIP: 32714 BUSINESS PHONE: 4078657696 10QSB/A 1 QUARTERLY REPORT Form 10-QSB/A for AMERICAN ACCESS TECHNOLOGIES, INC. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB/A [XX] Quarterly Report Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 1999 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 No. 000-24575 AMERICAN ACCESS TECHNOLOGIES INC. A Florida corporation (Exact name of registrant as specified in charter, and state incorporated) * * * * * * * * * * * * * * * * * * * * * * Employer Identification No. 59-3410234 37 Skyline Drive, Suite 1101, Lake Mary, Florida 32746 (Address of principal executive offices of registrant) (407) 333-1446 (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 [ ]. The number of shares of AMERICAN ACCESS TECHNOLOGIES INC. Common Stock (Par Value $0.001) outstanding at March 31, 1999 was 3,265,470 AMERICAN ACCESS TECHNOLOGIES, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS
Audited Financial ASSETS Mar. 31, 1999 Statements ------ UNAUDITED Dec. 31, 1998 ------------------------------ Current Assets: Cash and cash equivalents $ 3,241,303 $ 637,776 Investments 0 2,825,177 Accounts receivable, net of allowance 883,032 806,960 Note receivable, related party 500,000 500,000 Inventories 330,595 297,440 Prepaid expenses and other current assets 69,522 60,466 ------------------------------ Total current assets 5,024,452 5,127,819 Property, Plant and Equipment 1,246,251 1,313,630 Building Under Construction 158,442 - Patent Costs 34,962 34,962 Costs in excess of contract sales 118,777 - ------------------------------ Total assets $ 6,582,884 $ 6,441,449 ============================== LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------ Current Liabilities: Line of credit $ 288,030 $ 296,002 Accounts payable and accrued expenses: Compensation due to officers/directors/stockholders 0 111,235 Other 362,159 355,390 ------------------------------ Total current liabilities 650,189 762,627 ------------------------------ Deferred Income Taxes 69,000 69,000 ------------------------------ Stockholders' Equity: Series A 10% Senior Convertible Preferred stock, $.001 par value; authorized 1,000,000 shares; issued and 5,000,000 5,000,000 outstanding 50,000 shares at liquidation value Common stock, $.001 par value; authorized 10,000,000 3,265 3,265 shares; issued and outstanding 3,265,470 shares Additional paid-in capital 1,981,375 1,512,625 Deficit (1,120,945) (871,106) ------------------------------ Total stockholders' equity 5,863,695 5,644,784 ------------------------------ Total liabilities and stockholders' equity $ 6,582,884 $ 6,476,411 ============================== See accompanying notes to financial statements
AMERICAN ACCESS TECHNOLOGIES, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONS Unaudited
Three Months Three Months Ended Ended Mar. 31, 1999 Mar. 31, 1998 ------------------------------- Net Sales Formed metal $ 954,309 $ 692,914 Zone cabling termination cabinet 335,753 129,799 --------------------------- Total Net Sales 1,290,062 822,713 --------------------------- Costs and Expenses: Cost of sales 501,777 390,078 Selling, general and administrative 676,576 538,551 --------------------------- Total Cost and Expenses 1,178,353 928,629 --------------------------- Net Operating Income (Loss) 111,709 (105,916) --------------------------- Other Income (Expense): Interest income 80,243 4,804 Interest expense (5,610) (30,104) Other income 17,399 206,571 --------------------------- Total Other Income (Expense) 92,032 181,271 --------------------------- Net Income Before Taxes 203,741 75,355 Income Taxes (Credit) (15,170) 0 --------------------------- Net Income $ 218,911 $ 75,355 =========================== Net Income Per Common Share $ (.11) $ .02 =========================== See accompanying notes to financial statements
AMERICAN ACCESS TECHNOLOGIES, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS UNAUDITED
Three Three Months Months Ended Ended March 31, 1999 March 31, 1998 ------------------------------- Cash Flows from Operating Activities: Net Income $ 218,911 $ 75,355 Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization 74,402 59,311 Changes in operating assets and liabilities: (Increase) decrease in: Accounts receivable (76,072) (272,960) Inventories (33,154) 110,902 Prepaid expenses and other assets (9,056) (49,266) Costs in excess of contract sales (118,777) - Increase (decrease) in: Accounts payable and accrued expenses (104,466) 196,758 ----------- --------- Net cash provided by operating activities (48,212) 120,100 ----------- --------- Cash Flows from Investing Activities: Proceeds from investment changes 2,825,177 - Patent costs - (22,583) Acquisition of property and equipment (net of sales and retirements) (21,517) 27,929 Costs for building under construction (143,949) - ----------- --------- Net cash provided by investing activities 2,659,711 5,346 ----------- --------- Cash Flows from Financing Activities: Proceeds from line of credit - 150,000 Payments on loans and capital lease obligations (7,972) (194,219) ----------- --------- Net cash used in financing activities (7,972) (44,219) ----------- --------- Net Increase (Decrease) in Cash and Cash Equivalents 2,603,527 81,227 Cash and Cash Equivalents, Beginning 637,776 638,134 ----------- --------- Cash and Cash Equivalents, Ending $ 3,241,303 $ 719,361 =========== ========= Supplemental Disclosure of Cash Flow Information: Cash paid for interest $ 5,610 $ 30,104 =========== ========= See accompanying notes to financial statements
AMERICAN ACCESS TECHNOLOGIES, INC. NOTES TO FINANCIAL STATEMENTS MARCH 31, 1999 Unaudited 1. Basis of Presentation The accompanying unaudited consolidated condensed financial statements at March 31, 1999 have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and reflect all adjustments which, in the opinion of management, are necessary for a fair presentation of financial position as of March 31, 1999 and results of operations for the three months ended March 31, 1999 and 1998 and cumulative. All adjustments are of a normal recurring nature. The results of operations for interim periods are not necessarily indicative of the results to be expected for a full year. The statements should be read in conjunction with the consolidated financial statements and footnotes thereto for the year ended December 31, 1998 included in the company's Registrations Statement Form SB-2 filing and 10-KSB. 2. Nature of Business and Summary of Significant Accounting Policies. BUSINESS American Access Technologies, Inc. develops specialized products for the telecommunications industry. The company manufactures and distributes several models of Zone Cabling Termination Cabinets (the "Product") to the telecommunications industry. The Product helps manage and route wiring and cabling used in voice, computer and data transmission systems throughout the world. Omega Metals, Inc. ("Omega"), a wholly-owned subsidiary of the Company, shears and molds metal and manufactures metal-formed product for customers principally in Florida and Georgia. Omega manufactures the Company's Product. TERMINATION OF DEVELOPMENT STAGE The Company was incorporated on October 21, 1996. Through November, 1998, the Company had been principally engaged in organizational activities, the promotion of its product and raising capital. Planned operations, as described above, had commenced but revenue generated was not considered significant in relation to the Company's business plan. Accordingly, the Company was considered to be in the development stage, through the date of acquisition of Omega Metals, Inc. on November 11, 1998. Omega is a mature company, which has been in the operating stage for a number of years with an established history of revenue and profits, significantly larger than those of AAT. Accordingly, effective upon the acquisition of Omega, the Company is no longer considered to be a development stage enterprise, and the accompanying financial statements are presented as those of an established operating enterprise. NET LOSS PER COMMON SHARE In 1997, the Company adopted Statements of Financial Accounting Standards (SFAS) No. 128, "Earnings per Share" which requires the presentation of both basic and diluted earnings (loss) per share. Basic net loss per common share has been computed based upon the weighted average number of shares of common stock outstanding during the periods. The shares of common stock issued in connection with the stock split effected in February 1997, have been considered outstanding for all periods. In addition, the shares of common stock issued to a Director in February 1997, prior to an initial registration of the Company's common stock and at a price at that time have been treated as outstanding during the entire period, pursuant to the Securities and Exchange Commission Staff Accounting Bulletins. The computation of earnings per share is reflected in the following schedule:
Computation of Net Loss Per Common Share Three Months ended Year Ended Mar. 31, 1999 Dec. 31, 1998 Net Income (Loss) $ 218,911 $ (492,814) Cumulative Preferred Stock Dividend (125,000) (104,167) Beneficial Conversion Preferred Stock Dividend (468,750) (781,250) ------------ -------------- $ (374,839 $ (1,378,231) ------------ -------------- Weighted Average Common Shares Outstanding 3,030,270 2,992,500 Common Shares Issued to Acquire Omega Metals, Inc. 226,470 226,470 ------------ -------------- Total Weighted Average Number of Common Shares and Equivalents 3,265,470 3,218,970 ------------ -------------- Net Loss per Common Share $ (.11) $ (.43) ------------ --------------
3. Contingencies LITIGATION SETTLED The Company was a defendant in a suit filed in January 1998 in the 18th Judicial Circuit Court of Florida by Steve R. Jones, the Company's president from April to August 1997. Jones sought damages and a declaratory judgment as to the enforceability of a consulting agreement with the Company. On March 17, 1999, this suit was settled in mediation. American Access will receive no consultant agreement services from Mr. Jones, and Mr. Jones will receive no compensation for such services. Mr. Jones will receive certain stock options from registrant and will continue to be subject to the non-competition and confidentiality provisions of his consultant agreement. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION THREE MONTHS ENDED MARCH 31, 1999 COMPARED WITH THE THREE MONTHS ENDED MARCH 31, 1998 REVENUES Revenues for the three months ended March 31, 1999 increased by $467,349 or 56.8% to $1,290,062 as compared to $822,713 for the three months ended March 31, 1998. The parent company, American Access Technologies, Inc., was still in the development stage for the first quarter ended March 31, 1998, and revenues were only $129,799. In the first quarter for the year ended March 31, 1999, revenues increased by $205,954 to $335,753. The company's subsidiary, Omega Metal's Inc., also had an increase in revenues of $261,395. COSTS AND EXPENSES Direct costs represent the cost incurred by the Company to have its products manufactured and assembled. These costs represented 38.9% of revenues for the three months ended March 31, 1999, and 47.4% of revenues for the three months ended March 31, 1998. The decrease in the direct costs is mainly attributed to Omega Metals Inc. Due to a change in the customer mix, revenues generated for March 31, 1999 required less direct labor and material costs than for the previous year's quarter ended March 31, 1998. Selling, General and Administrative expenses increased by $138,025 to $676,576 for the three months ended March 31, 1999 compared to $538,551 for the three months ended March 31, 1998. This increase was the result of costs associated with the continued development growth of the company including marketing and promotion, management costs, and professional fees associated with the required filings. LIQUIDITY AND CAPITAL RESOURCES The Company's operating activities utilized cash of $48,212 during the three months ended March 31, 1999 as compared to providing cash of $120,100 during the three months ended March 31, 1998. The Company's operating and capital requirements in connection with its operations have been and will continue to be significant. Based on its current plans, the Company anticipates that revenues earned from product sales will be the primary source of funds for operating activities. The Company believes that revenues in addition to existing cash and cash equivalents remaining from proceeds of it private offering, will be sufficient to meet its capital and liquidity needs for the next 12 months. The Company also believes that cash required to fulfill purchase orders will be available through bank borrowings or factoring, if required. The company's primary customers are substantial corporations with credit ratings that will support such credit arrangements. Management's plans include the following: 1. The Company has arranged for marketing in association with manufacturers and distributors of telecommunications equipment, which will enable the Company to obtain orders for its products with a minimal expenditure of the Company's resources. The Company is presently organizing a manufacturer's rep program to assist in the distribution of their equipment. 2. The Company has arranged for manufacture of its products by purchasing the manufacturer in October, 1998, in order to minimize the financial requirements necessary for production. 3. The company believes that it can acquire working capital through sale of additional securities (including exercise of outstanding warrants), or borrowings, including bank borrowing, in view of the nature of its customer base. Nevertheless, the Company continues to be subject to a number of risk factors, including the uncertainty of market acceptance for its product line, the need for additional funds, competition, technological obsolescence and the difficulties faced by start up companies in general. SUBSEQUENT EVENTS As of April 6, 1999, the Registration Statement became effective with regard to the Series A 10% Senior Convertible Preferred Stock, of which there were 50,000 shares issued and outstanding at $5,000,000. Through April 29, 1999, $3,790,000 has been converted resulting in 279,528 common stock shares being issued. A total of 277,583 shares were sold on the open market. PART II. OTHER INFORMATION The Registration Statement on April 6 became effective for the Series A 10% Senior Convertible Preferred Stock, of which there were 50,000 shares outstanding at a gross of $5,000,000. Through April 29, 1999, 75.8% of the Preferred Stock, $3,790,000 has been converted resulting in 279,528 common stock shares being issued. A total of 277,583 shares were sold on the open market. American Access Technologies began trading on the Nasdaq Stock Market, Inc., as a Small Cap listing, on April 13, 1999. ITEM 6. EXHIBITS AND REPORTS (b) EXHIBITS The following exhibits are being filed as part of this report: Exhibit No. Description ----------- ----------- 27.0 Financial Data Schedule ( c ) Exhibits on Form 8-K Incorporated By Reference, as filed with the Securities and Exchange Commission on March 29 and March 30, 1999, respectively. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: August 16, 1999 AMERICAN ACCESS TECHNOLOGIES, INC. (Registrant) By: /s/ Charles L. Frampton ---------------------------- Charles L. Frampton Secretary/Treasurer Chief Financial Officer By: /s/ John E. Presley ---------------------------- John E. Presley President EX-27 2 FDS --
5 3-MOS DEC-31-1999 JAN-01-1999 MAR-31-1999 3,241,303 0 911,032 28,000 330,595 5,024,452 2,813,403 (1,567,152) 6,582,884 650,189 0 0 5,000,000 3,265 860,430 6,582,884 1,290,062 1,290,062 501,777 1,178,353 0 0 5,610 203,741 (15,170) 218,911 0 0 0 218,911 (0.11) (0.11)
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