SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB/A Amendment No. 1 [X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT For the transition period from _______ to _______ Commission file number 0-14204 DATA NATIONAL CORPORATION _________________________________________________________________ (Exact name of small business issuer as specified in its charter) Colorado 84-0958983 ____________________________ _______________________________ (State or other jurisdiction (IRS Employer Identification No.) of incorporation or organization) 11415 West I-70 Frontage Road North, Wheat Ridge, CO 80033 __________________________________________________________ (Address of principal executive offices) (303) 431-1933 _________________________ (Issuer's telephone number) 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 _____ The number of shares outstanding of the issuers Common Stock, .0001 par value as of March 31, 1995 was 327,478,340 shares. Transitional Small Business disclosure format. Yes _____ No X INDEX Page PART I Item 1. Financial Statements Consolidated Balance Sheets 2 Consolidated Income Statements (Unaudited) 3,4 Consolidated Statements of Cash Flows 5 Management's Statement 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation 7 PART II Item 1. Legal Proceedings 8 Item 2. Change in Securities 8 Item 3. Defaults Upon Senior Securities 8 Item 4. Submission of Matters to a Vote of Security Holders 8 Item 5. Other Matters 8 Item 6. Exhibits and Reports on Form 8-K 8 Signatures 9 Financial Data Schedule 10 ITEM 1. FINANCIAL STATEMENTS -------------------- DATA NATIONAL CORPORATION CONSOLIDATED BALANCE SHEETS (Unaudited) (Audited) March 31, September 30, 1996 1995 __________ __________ Assets Current Assets: Cash and equivalents $ 30,342 $ 91,359 Receivables: Trade, less allowances for bad 270,286 244,932 debts of $5,077 in 1996 and 1995, respectively Other 2,941 5,989 Inventory, at cost 69,660 47,692 Prepaid expenses 28,771 4,633 _______ _______ Total current assets 402,000 394,605 Property and equipment, at cost 613,574 431,141 Less: Accumulated depreciation (339,887) (319,137) _______ _______ 295,439 112,004 _______ _______ Other assets 8,086 9,696 _______ _______ $683,773 $516,305 ======== ======== Liabilities and Stockholders' Deficit - ------------------------------------- Current Liabilities: Deferred revenue $133,210 $132,478 Accounts payable 83,631 61,778 Accrued expenses 27,844 20,070 Current portion - capital leases 35,940 6,932 _______ _______ Total current liabilities 280,625 221,258 _______ _______ Note payable - related party 869,072 869,072 Capital leases, net of current portion 83,866 753 Stockholders' Deficit: Common stock $.0001 par value, authorized 800,000,000 shares; 327,478,340 shares issued and outstanding 32,747 32,747 Accumulated deficit (582,537) (607,525) ________ ________ $683,773 $516,305 ======== ======== See Note to Consolidated Financial Statements 2 ITEM 1. FINANCIAL STATEMENTS (CONTINUED) -------------------------------- DATA NATIONAL CORPORATION CONSOLIDATED INCOME STATEMENTS (UNAUDITED) Six Months Ended _________________________ March 31, March 31, 1996 1995 _________ _________ Net sales $ 1,335,208 $ 1,250,000 Cost of sales 692,332 672,527 ___________ ___________ Gross profit 642,876 577,473 Selling and marketing expense 207,630 194,183 General and administrative expense 373,581 305,084 ___________ ___________ Operating income 61,665 78,206 Other income (expense): Interest and other income 9,318 2,022 Interest expense, primarily related party (45,994) (46,742) ___________ ___________ (36,676) (44,720) ___________ ___________ Net income $ 24,989 $ 33,486 =========== =========== Net income per share - - Weighted average shares outstanding 327,478,340 327,478,340 =========== =========== See Note to Consolidated Financial Statements 3 ITEM 1. FINANCIAL STATEMENTS (CONTINUED) -------------------------------- DATA NATIONAL CORPORATION CONSOLIDATED INCOME STATEMENTS (UNAUDITED) Three Months Ended ________________________ March 31, March 31, 1996 1995 _________ _________ Net sales $ 604,058 $ 519,927 Cost of sales 350,386 329,610 ___________ ___________ Gross profit 253,672 190,317 Selling and marketing expense 104,251 97,322 General and administrative expense 207,093 120,906 ___________ __________ Operating income (loss) (57,672) (27,911) Other income (expense): Interest and other income 7,121 (1,025) Interest expense, primarily related party (23,244) (17,344) ___________ __________ (16,123) (18,369) ___________ __________ Net income (loss) $ (73,795) $ (46,280) =========== ========== Net income (loss) per share - - Weighted average shares outstanding 327,478,340 327,478,340 =========== =========== See Note to Consolidated Financial Statements 4 ITEM 1. FINANCIAL STATEMENTS (CONTINUED) -------------------------------- DATA NATIONAL CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS Six Months Ended _________________________ March 31, March 31, 1996 1995 _________ _________ Cash flow from (used in) operating activities Net income $ 24,989 $ 33,486 Adjustments to reconcile net income to cash flow from operating activities: Depreciation 20,750 32,249 Changes in assets and liabilities: (Increase) decrease in receivables (25,354) 25,969 (Increase) decrease in inventory (21,968) (22,285) (Increase) decrease in prepaid expenses (24,138) (4,266) (Increase) decrease in other assets 4,658 (1,004) Increase (decrease) in accounts payable 21,853 (36,374) Increase (decrease) in accrued expenses 7,774 28,231 Increase (decrease) in deferred revenue 731 (7,491) _______ _______ Total adjustments (15,694) 15,029 _______ _______ Cash flow from (used in) operating activities 9,295 48,515 Cash flow (used in) investing activities: Purchases of property and equipment (182,433) (17,501) Cash flow from (used in) financing activities: Borrowings - related party - - Repayment of related party note - (419) Borrowing under (repayment of) capital leases 112,121 (7,166) _______ _______ Cash flow from (used in) financing activities 112,121 (7,585) Increase (decrease) in cash and equivalents (61,017) 23,429 Cash and equivalents, beginning of period 91,359 84,245 __________ __________ Cash and equivalents, end of period $ 30,342 $ 107,674 ========== ========== Supplemental information: Income taxes paid - - Interest paid $ 45,994 $ 46,742 ========== ========== See Note to Consolidated Financial Statements 5 ITEM 1. FINANCIAL STATEMENTS (CONTINUED) -------------------------------- DATA NATIONAL CORPORATION NOTE TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - MANAGEMENT'S STATEMENT - ------------------------------- In the opinion of management, the accompanying financial statements contain all adjustments (which consist only of normal, recurring adjustments) necessary to fairly present the Company's financial position, results of operations, and cash flows. The operating results presented are not necessarily indicative of the operating results for the years ending September 30, 1996 and 1995. Reference should be made to the notes to the consolidated financial statements included in Form 10-KSB for the year ended September 30, 1995, for additional information. 6 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS --------------------------------------------------------------- Liquidity and Capital Resources - ------------------------------- March 31, 1996 as Compared to September 30, 1995 ------------------------------------------------ The Company's working capital decreased from $173,347 at September 30, 1995 to $121,375 at March 31, 1996, primarily because of purchases of equipment and increases in receivables, inventory, and prepaid expenses. The Company was not obligated for additional capital expenditures at March 31, 1996, but is planning to upgrade its production systems and computers used for database management. The Company remains dependent upon the Dillon note for financing, and almost certainly would cease operations if the note were deemed in default and called or not renewed. The note was extended and now matures on September 30, 1997. The Company believes that favorable operating results will continue and the combination of cash flow from operations and acquiring equipment through leasing will provide liquidity for the near-term future. Results of Operations - --------------------- For the quarter ended March 31, 1996 the Company initiated database marketing services to the financial services industry and to retail auto dealerships. The Company continues to provide database marketing services to automotive repair facilities. The new business is a result of the Company's efforts to diversify its customer base and provide integrated database marketing services. The new business generated approximately $110,000 of additional revenue during the quarter ended March 31, 1996. The Company continues to remain dependent upon two major customers in the automotive repair business which account for over 50% of net sales. For the six month period ended March 31, 1996, revenues increased $85,158 or 6.8%. The increase is attributable to the introduction of new services to the mortgage industry and auto dealerships. Cost of sales for the quarter ended March 31, 1996 decreased from 63.3% of sales to 58% of sales, primarily due to operating efficiencies. For the six months ended March 31, 1996 cost of sales was 51.9% as a percentage of sales compared to 53.8% for the six months ended March 31, 1995. Selling and marketing expense increased $6,929 from $97,322 for the quarter ended March 31, 1995 to $104,251 for the quarter ended March 31, 1996. For the six months ended March 31, 1996 selling and marketing expense increased $13,447 from the comparable period in the prior year. The major reason for the increase is additional staff and expenses associated with new products and diversification. General and administrative (G&A) expenses increased from $120,906 for the quarter ended March 31, 1995 to $207,093 for the quarter ended March 31, 1996. For the six month period ended March 31, 1996, G&A expenses increased by $68,497 over the six month period ended March 31, 1995. The Company is replacing the computer system used for production and for maintenance of the database. Accordingly, costs associated with the information technology department account for the increase in G&A costs. In addition to the costs reported as G&A expense, the Company has expended $33,650 in consulting, which has been capitalized and reported as property and equipment. The consultant has been advising the Company on the new computer system and will assist the Company in the transition to the new system. These costs will be amortized over four years, the estimated useful life of the asset, beginning on the date the new system is placed in service and the old system is removed. Interest expense is substantially all related to the Dillon note, and is expected to remain a significant cost in the near future. 7 DATA NATIONAL CORPORATION FORM 10-QSB/A March 31, 1996 PART II - ------- ITEM 1. Legal Proceedings. None. Item 2. Changes in Securities. None. Item 3. Defaults Upon Senior Securities. None. Item 4. Submission of Matters to a Vote of Security Holders. None. Item 5. Other Information. None. Item 6. Exhibits and Reports on Form 8-K None. EX-27 Financial Data Schedule 8 SIGNATURES In accordance with the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) DATA NATIONAL CORPORATION BY (Signature) /s/ Richard S. Simms (Date) August 13, 1996 (Name and Title) Richard S. Simms (3-31-95.10q) 9