HERE'S A 10Q FOR 2ND QUARTER '96....3RD QRT 10Q IS OUT...WILL BE POSTING SOON............... >>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>> FILER:
COMPANY DATA: COMPANY CONFORMED NAME: ATLANTA TECHNOLOGY GROUP INC CENTRAL INDEX KEY: 0000915250 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 582077053 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231
FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-23062 FILM NUMBER: 96609791
BUSINESS ADDRESS: STREET 1: 400 EMBASSY ROW STE 570 CITY: ATLANTA STATE: GA ZIP: 30338 BUSINESS PHONE: 7706710600
MAIL ADDRESS: STREET 1: 400 EMBASSY ROW STE 570 CITY: ATLANTA STATE: GA ZIP: 30328
FORMER COMPANY: FORMER CONFORMED NAME: TIME VALUE CORP DATE OF NAME CHANGE: 19931215 </SEC-HEADER> <DOCUMENT> <TYPE>10-Q <SEQUENCE>1 <TEXT>
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 |