Page 1
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
- -----------
(Mark One)
__X__ Quarterly report under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended March 31, 2002
____ Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the period from ______________ to _______________
Commission file number: 1-11686
CYCOMM INTERNATIONAL INC.
(Exact name of small business issuer as specified in its charter)
Wyoming 54-1779046
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1420 Springhill Road, Suite 420
McLean, Virginia 22102
(Address of principal executive offices)
(703) 903-9548
(Registrant's telephone number, including area code)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 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 ___
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court. Yes___ No___
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
As of May 1, 2002, the Registrant had 71,153,114 shares of Common Stock
outstanding.
Transitional Small Business Disclosure Format: Yes No X
-- ----
Page 2
CYCOMM INTERNATIONAL INC. AND SUBSIDIARIES
TABLE OF CONTENTS
Page No.
PART I - Financial Information
Item 1. Financial Statements
Condensed Consolidated Balance Sheets................. 3
Condensed Consolidated Statements of Operations....... 4
Condensed Consolidated Statements of Cash Flows....... 5
Condensed Consolidated Statement of Stockholders' Equity 6
Notes to Condensed Consolidated Financial Statements.. 7
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operation.............................. 11
PART II - Other Information
Item 1. Legal Proceedings..................................... 13
Item 2. Changes in Securities................................. 13
Item 3. Default Upon Senior Securities........................ 13
Item 4. Submission of Matters to a Vote of Security Holders... 13
Item 5. Other Information..................................... 14
Item 6. Exhibits and Reports on Form 8-K...................... 14
Signatures ...................................................... 15
Page 3
CYCOMM INTERNATIONAL INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF MARCH 31, 2002 AND DECEMBER 31, 2001
March 31, December 31,
2002 2001
ASSETS
Current assets:
Cash and cash equivalents $52,132 $80,804
Accounts receivable, less allowance for doubtful
accounts of $50,000 214,627 510,048
Inventories, net of allowance for obsolete
inventory of $216,460 and $201,460, respectively 603,024 489,236
Foreign taxes receivable 239,046 141,413
Prepaid expenses 7,831 30,562
--------- ---------
Total current assets 1,116,660 1,252,063
Equipment, net 166,289 177,977
---------- ----------
Total assets $1,282,949 $1,430,040
========== ==========
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable - trade $881,430 $950,955
Accrued liabilities 1,270,303 1,247,469
Dividends payable on preferred stock 40,932 38,466
Current portion of capital lease obligations 9,190 9,626
Revolving credit facility 158,606 405,701
--------- ---------
Total current liabilities 2,360,461 2,652,217
Capital lease obligations, less current portion 11,925 14,488
Commitments and contingencies
Stockholders' deficit:
Convertible preferred stock, $50,000 par value,
unlimited authorized shares, 2 shares
issued and outstanding at March 31, 2002 and
December 31, 2001, respectively 105,000 105,000
Common stock, no par value, unlimited authorized
shares, 67,767,149 and 56,323,871 shares
issued and outstanding at March 31, 2002 and
December 31, 2001, respectively 69,444,258 68,214,258
Accumulated deficit (70,638,695) (69,555,923)
----------- -----------
Total stockholders' deficit (1,089,437) (1,236,665)
----------- -----------
Total liabilities and stockholders' deficit $1,282,949 $1,430,040
=========== ===========
(See accompanying notes)
Page 4
CYCOMM INTERNATIONAL INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE PERIODS ENDED MARCH 31, 2002 AND MARCH 31, 2001
(Unaudited)
Three Months Ended
March 31, March 31,
2002 2001
----- ----
(Unaudited) (Unaudited)
Sales $571,933 $1,300,530
Cost of sales 471,045 1,032,271
-------- ----------
Gross profit 100,888 268,259
Expenses:
Selling, general and administrative 882,838 1,145,597
Research and product development 244,302 243,137
Depreciation and amortization 14,288 19,328
--------- ---------
1,141,428 1,408,062
--------- ---------
Loss from Operations (1,040,540) (1,139,803)
Other Income (Expense)
Interest income 243 4,455
Interest expense (40,009) (125,903)
Other income --- 150,050
----------- ------------
(39,766) 28,602
----------- ------------
Net loss $(1,080,306) $(1,111,201)
----------- -----------
Beneficial return on preferred shares --- (162,500)
----------- -----------
Net loss attributable to common
shareholders $(1,080,306) $(1,273,701)
=========== ===========
Earnings per share - basic and diluted
Net loss per share $(0.02) $(0.04)
====== ======
Net loss per share attributable to
beneficial return on $ --- $(0.00)
----- ------
preferred shares
Net loss per share attributable to common $(0.02) $(0.04)
====== ======
shareholders
Weighted average number of common shares
outstanding 62,261,196 35,557,144
========== ==========
See accompanying notes to condensed consolidated financial statements.
Page 5
CYCOMM INTERNATIONAL INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE PERIODS ENDED MARCH 31, 2002 AND MARCH 31, 2001
(Unaudited)
Three Months Ended
March 31, March 31,
2002 2001
----- ----
Operating activities
Net loss from continuing operations $(1,080,306) $(1,111,201)
Adjustments to reconcile net loss to
net cash provided by operating
activities:
Depreciation and amortization 14,288 19,328
Change in operating assets and
liabilities 60,001 419,887
---------- --------
Cash used in operating activities (1,006,017) (671,986)
---------- --------
Investing activities
Acquisition of fixed assets (2,560) (8,482)
------ ------
Cash used in investing activities (2,560) (8,482)
------ ------
Financing activities
Issuance of common stock 1,230,000 150,015
Issuance of preferred stock --- 611,500
Exercise of stock options --- ---
Net repayments under revolving credit (247,095) (318,807)
facility
Repayment of obligations under capital
leases (3,000) (2,299)
------- -------
Cash provided by financing activities 979,905 440,409
-------- -------
(Decrease) increase in cash and cash
equivalents during the period (28,672) (240,059)
Cash and cash equivalents, beginning of
period 80,804 301,110
------- -------
Cash and cash equivalents, end of period $52,132 $61,051
======= =======
Supplemental cash flow information:
Interest paid $39,939 $121,509
Non-cash investing and financing
activities:
Conversion of preferred stock to common --- $ 504,504
stock
Issuance of common stock in settlement --- $ 52,500
of interest due
See accompanying notes to condensed consolidated financial statements.
Page 6
CYCOMM INTERNATIONAL INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT
FOR THE UNAUDITED PERIOD ENDED MARCH 31, 2002
AND THE YEAR ENDED DECEMBER 31, 2002
Notes
PreferredPreferred Common Common Receivable Accumulated
Shares Stock Shares Stock Stockholders Deficit Total
Balance,
December
31, 2000 11 $560,500 30,145,982 $63,653,477$(66,714)$(64,746,533) $(599,270)
==== ======== ========== =========== ======= =========== ========
Net Loss --- --- --- --- --- (4,799,724) (4,799,724)
Issuance
of common
stock:
Sale of
common
stock --- --- 17,752,185 2,999,721 --- --- 2,999,721
Shares
issued in
settle-
ment
of
interest
due --- --- 300,000 52,500 --- --- 52,500
Shares
issued in
settle-
ment
of
obligation
of
acquisi-
tion
earn-out --- --- 1,700,000 413,000 --- --- 413,000
Exercise of
stock
options --- --- 500,000 5,000 --- --- 5,000
Issuance of
preferred
stock:
Issuance -
Series F
preferred
stock 13 611,500 --- --- --- --- 611,500
Conversion
of
preferred
stock (22)(1,229,500) 5,925,704 1,253,060 --- --- 23,560
Beneficial
conversion
rights on
preferred
stock --- 162,500 --- (162,500) --- --- ---
Write-off
of notes
receivable -
stockholders
and
related
interest
receivable --- --- --- --- 66,714 --- 66,714
Dividends
on
preferred
stock --- --- --- --- --- (9,666) (9,666)
---- ------- --------- --------- ------ ------------ ------------
Balance,
December
31, 2001 2 $105,000 56,323,871$68,214,258 --- $(69,555,923) $(1,236,665)
==== ======= ========== ========== ====== ============ ===========
Page 7
Net Loss --- --- --- --- --- (1,080,306) (1,080,306)
Issuance
of common
stock:
Sale of
common
stock --- --- 11,443,278 1,230,000 --- --- 1,230,000
Dividends
on
preferred
stock --- --- --- --- --- (2,466) (2,466)
---- -------- ---------- ---------- ---- ----------- ----------
Balance,
March 31
2002 2 $105,000 67,767,149$69,444,258 --- $(70,638,695) $(1,089,437)
==== ======== ========== ========== ==== ============ ===========
See accompanying notes to condensed consolidated financial statements.
Page 8
CYCOMM INTERNATIONAL INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
March 31, 2002
NOTE 1: GENERAL
The interim financial information furnished herein was prepared from the books
and records of Cycomm International Inc. and its subsidiaries ("Cycomm") as of
March 31, 2002 and for the periods ended March 31, 2002 and 2001, without audit;
however, such information reflects all normal and recurring accruals and
adjustments which are, in the opinion of management, necessary for a fair
presentation of financial position and of the statements of operations and cash
flows for the interim period presented. The interim financial information
furnished herein should be read in conjunction with the consolidated financial
statements included in this report and the consolidated financial statements and
notes contained in Cycomm's Annual Report on Form 10-KSB for the fiscal year
ended December 31, 2001. The interim financial information presented is not
necessarily indicative of the results from operations expected for the full
fiscal year.
Our Annual Report on Form 10-KSB was prepared on a going concern basis which
contemplates the realization of assets and the settlement of liabilities and
commitments in the normal course of business. We incurred a net loss from
continuing operations of $4.8 million for the year ended December 31, 2001 and
as of that date had a working capital deficit of approximately $1.4 million and
an accumulated deficit of $69.6 million. Further, we were not in compliance with
the terms of our debt agreements at December 31, 2001. In the quarter ended
March 31, 2002, we incurred a net loss of approximately $1.1 million, had a
working capital deficit of approximately $1.2 million, and an accumulated
deficit of $70.6 million. These factors raise substantial doubt about Cycomm's
ability to continue as a going concern.
Management has taken several steps towards addressing the going concern issue.
We have hired a new president, who will also serve as Cycomm's Chief Operating
Officer. We have reduced headcount by 40%, eliminating redundant positions and
consolidating our administrative functions. We are exploring further cost
savings initiatives, and plan to outsource tasks that can be handled more
efficiently by third parties. We have begun to sell to markets outside of the
public safety industry, and plan to aggressively pursue the field service,
utilities and industrial markets. We are also developing new products to further
expand and diversify our current product line.
Cycomm intends to fund its operations through working capital, borrowings on our
secured line of credit and through private equity placements. Historically,
Cycomm has been able to raise capital through private equity placements and
debenture issuances. During 2001, we raised $3,611,211 in private equity
placements. In the quarter ended March 31, 2002, Cycomm raised $1,230,000 in
private equity placements (See Note 4: Capital Stock for further detail).
These interim financial statements do not give effect to any adjustments which
would be necessary should Cycomm be unable to continue as a going concern and
therefore be required to realize its assets and discharge its liabilities in
other than the normal course of business and at amounts different from those
reflected in the accompanying consolidated financial statements. In the event
that Cycomm is unable to achieve its plans to fund operations, Cycomm will
consider further cost reductions and may be required to seek protection under
the United States Bankruptcy Code.
Page 9
NOTE 2: REVOLVING CREDIT FACILITY
On February 28, 2002, Cycomm renewed and amended its revolving credit facility
to allow the Company to borrow and repay amounts up to a maximum of $1,000,000.
As part of the renewal, the interest rate on the revolving credit facility was
increased to prime plus 4%. Prior to February 28, 2002, Cycomm was able to
borrow and repay amounts up to a maximum of $2,000,000, and was paying an
interest rate of prime plus 3%.
Cycomm restructured the terms of its revolving credit facility in order to lower
the minimum loan balance on which the Company was paying interest. Prior to
February 28, 2002, Cycomm was paying interest on a minimum loan balance of
$1,050,000. Under the new terms of the revolving credit facility, Cycomm is
paying interest on a minimum loan balance of $550,000.
The credit facility is collateralized by the trade accounts receivable,
inventory and other assets of Cycomm Mobile Solutions. The amounts outstanding
on the credit facility were $158,606 and $405,701 as of March 31, 2002 and
December 31, 2001, respectively. As of March 31, 2002, Cycomm was in compliance
with the terms of the credit facility. As of December 31, 2001, Cycomm was not
in compliance with the terms of its loan agreement as total borrowings under the
revolving credit facility exceeded the available borrowing base of the
underlying collateral by $5,019.
NOTE 3: INVENTORIES
The following is a summary of inventories at March 31, 2002 and December 31,
2001:
March 31, December 31,
2002 2001
----- ----
Raw materials $609,788 $645,286
Work in process and sub-assemblies 190,629 35,966
Finished goods 19,067 9,444
Allowance for obsolete inventory (216,460) (201,460)
-------- --------
$603,024 $489,236
Cycomm continually evaluates inventory for obsolescence or impairment in value.
The impairment loss is measured by comparing the carrying amount of the
inventory to its fair value with any excess of carrying value over fair value
reserved. Fair value is based on market prices where available, or on an
estimate of market value.
NOTE 4: CAPITAL STOCK
Common Stock
On January 8, 2002, Cycomm raised capital through a private equity placement of
its common stock. Cycomm issued 1,000,000 shares of common stock for cash
proceeds of $135,000.
Page 10
On January 11, 2002, Cycomm raised capital through a private equity placement of
its common stock. Cycomm issued 1,500,000 shares of common stock for cash
proceeds of $150,000.
On January 23, 2002, Cycomm raised capital through a private equity placement of
its common stock. Cycomm issued 1,500,000 shares of common stock for gross
proceeds of $225,000. Cash proceeds, after commissions and issue costs were
$150,000.
On January 31, 2002, Cycomm raised capital through a private equity placement of
its common stock. Cycomm issued 1,428,572 shares of common stock for cash
proceeds of $200,000.
On February 13, 2002, Cycomm raised capital through a private equity placement
of its common stock. Cycomm issued 1,500,000 shares of common stock for gross
proceeds of $270,000. Cash proceeds, after commissions and issue costs were
$195,000.
On March 7, 2002, Cycomm raised capital through a private equity placement of
its common stock. Cycomm issued 2,750,000 shares of common stock for cash
proceeds of $250,000.
On March 26, 2002, Cycomm raised capital through a private equity placement of
its common stock. Cycomm issued 1,764,706 shares of common stock for cash
proceeds of $150,000.
NOTE 5: SEGMENT AND RELATED INFORMATION
Cycomm has one reporting segment, which sells wireless rugged computing products
and peripherals. Geographic region data on sales and the location of
identifiable assets is provided in the tables below.
Quarter Ended
Geographic Region Data March 31, March 31,
2002 2001
----- ----
Sales
United States $540,063 $1,281,342
Canada 31,870 19,188
-------- ----------
$571,933 $1,300,530
======== ==========
Loss from operations
United States $ (603,086) $ (784,654)
Canada (437,454) (355,149)
----------- -----------
$(1,040,540) $(1,139,803)
=========== ===========
March 31, December 31,
2002 2001
----- ----
Identifiable assets
United States $ 467,640 $ 717,048
Canada 815,309 712,992
---------- ----------
$1,282,949 $1,430,040
========== ==========
Page 11
NOTE 6: SUBSEQUENT EVENTS
On April 5, 2002, Cycomm entered into a settlement agreement with Michael D.
Perrine, former president of the Company's Cycomm Mobile Solutions subsidiary.
Cycomm had filed a lawsuit against Mr. Perrine alleging breach of contract,
unjust enrichment and breach of fiduciary duty. Mr. Perrine filed a lawsuit
against Cycomm alleging breach of contract and tortuous interference with
existing contract and business relations. Under the terms of the settlement,
Cycomm issued 1,052,632 shares of Cycomm common stock with a value of $100,000
to Mr. Perrine, and both parties agreed to dismiss their respective lawsuits. As
of March 31, 2002, Cycomm has an accrued liability of $100,000 related to the
judgment.
On April 9, 2002, Cycomm reduced its staff from approximately 75 employees to
approximately 45 employees. The reduction in staff was made to lower fixed costs
and to reduce Cycomm's breakeven level of sales. The terminated personnel
included 15 general and administrative employees, 8 research and development
employees and 7 production employees. The reduction was largely the elimination
of redundant administrative functions within the Company. The terminated
employees in R&D and production were primarily responsible for design and
manufacture of sub-assemblies for Cycomm's products, a function that Cycomm has
chosen to outsource.
On April 26, 2002, Cycomm raised capital through a private equity placement of
its common stock. Cycomm issued 2,333,333 shares of common stock for cash
proceeds of $175,000.
On May 3, 2002, Cycomm raised capital through a private equity placement of its
common stock. Cycomm issued 2,000,000 shares of common stock for cash proceeds
of $140,000.
On May 14, 2002, Cycomm raised capital through a private equity placement of its
common stock. Cycomm issued 2,500,000 shares of common stock for cash proceeds
of $200,000.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operation.
Results of Continuing Operations
Quarter Ended March 31, 2002 and March 31, 2001
Revenues for the quarter ended March 31, 2002 were $571,933 as compared to
revenues of $1,300,530 for the prior period. The decrease was a result of delays
in receiving a purchase order from a key customer, and Cycomm's inability to
reschedule other customers to take delivery of products in the quarter ended
March 31, 2002.
Cost of sales for the quarter ended March 31, 2002 was $471,045 as compared to
cost of sales of $1,032,271 for the prior period. Gross margins for the quarter
ended March 31, 2002 were 18%, which represents a decrease from 21% in the prior
period. The decrease in gross margins is a result of decreased sales, which
causes manufacturing overhead to be spread over fewer products, raising the cost
of production per unit.
Operating expenses decreased to $1,141,428 for the period ended March 31, 2002
as compared to $1,408,062 in the prior period. Selling, general and
administrative expenses decreased $262,759 to $882,838 for the current period.
This decrease is mainly the result of reduced managerial headcount and cost
Page 12
reduction efforts. Research and development costs increased to $244,302 as
compared to $243,137 in the prior period. Current R&D projects include the
development of the Pentium IV PCMobile and further enhancements to the product.
Depreciation and amortization decreased to $14,288 for the quarter ended March
31, 2002 as compared to $19,328 in the prior period. The decrease is a result of
certain fixed assets reaching the end of their depreciable lives.
Interest expense for the quarter ended March 31, 2002 was $40,009 as compared to
$125,903 for the prior period. The decrease is a result of lower average debt
balances during the quarter ended March 31, 2001, and a lower amount of interest
being paid to vendors.
Net loss decreased to $1,080,306, or $0.02 per share, for the quarter ended
March 31, 2002 from $1,111,201, or $0.04 per share for the quarter ended March
31, 2001. The increase in net loss is a result of the factors discussed above.
Liquidity and Capital Resources
Cycomm has satisfied working capital requirements through cash on hand,
available lines of credit and various equity related financings. At March 31,
2002, Cycomm had cash and cash equivalents of $52,132.
In the quarter ended March 31, 2002, cash used in operations amounted to
$1,006,017, largely due to Cycomm's net loss of $1,080,306. Accounts receivable
decreased by $295,421, but this was offset by an increase in inventory of
$113,788, an increase in foreign taxes receivable of $97,633, and a decrease in
accounts payable of $69,525. Cash used in investing activities during the
quarter ended March 31, 2002 totaled $2,560. Cash provided by financing
activities was $979,905 for the quarter ended March 31, 2002. Cycomm completed 7
private placements of common stock for net proceeds of $1,230,000, and decreased
the amounts drawn on its bank credit lines in an amount of $247,095 during the
quarter ended March 31, 2002.
Cycomm's net working capital at March 31, 2002 was ($1,243,801) as compared to
($1,400,154) at December 31, 2001. In the quarter ended March 31, 2002, Cycomm's
current assets decreased by $135,403, and current liabilities decreased by
$291,756. Accounts receivable decreased as a result of improved collections and
lower sales volumes. Inventories increased in preparation for deliveries to
customers in the second quarter of 2002. Accounts payable decreased as certain
vendors required faster payment terms. The balance of Cycomm's revolving credit
facility, which is collateralized by accounts receivable and inventory,
decreased as a result of the decreases in accounts receivable and inventory.
Cycomm's auditors modified their report on Cycomm's annual report on form 10-KSB
to include an explanatory paragraph regarding the Company's ability to continue
as a going concern. Management is addressing the going concern issue with
several actions, including headcount reductions, cost savings initiatives,
expanding our product line, entering new markets, and further capitalizing the
Company through borrowings and private equity placements.
Page 13
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
On April 5, 2002, Cycomm entered into a settlement agreement with Michael D.
Perrine, former president of the Company's Cycomm Mobile Solutions subsidiary.
Cycomm had filed a lawsuit against Mr. Perrine alleging breach of contract,
unjust enrichment and breach of fiduciary duty. Mr. Perrine filed a lawsuit
against Cycomm alleging breach of contract and tortuous interference with
existing contract and business relations. Under the terms of the settlement,
Cycomm issued 1,052,632 shares of Cycomm common stock with a value of $100,000
to Mr. Perrine, and both parties agreed to dismiss their respective lawsuits.
The settlement is reflected in the results of operations for the year ended
December 31, 2001.
On November 21, 2001, the Telepad Corporation Liquidating Trust (the "Trustee")
filed a lawsuit against Cycomm alleging breach of contract, breach of express
trust and unjust enrichment. Telepad Corporation ("Telepad") had entered a bid
to sell Cycomm products to TRW Systems & Information Technology Group ("TRW")
for use in Montgomery County, MD. On March 17, 1999, Telepad filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code. On October 8, 1999,
Cycomm entered into an agreement with the Trustee which assigned Telepad's bid
to Cycomm. In exchange, Cycomm agreed that if the bid was accepted, Cycomm would
pay the Trustee 5% of the total value of products sold to TRW. The Telepad bid
was never accepted by TRW. Instead, TRW chose to purchase Cycomm's products
through a different reseller. Cycomm's maximum exposure in this lawsuit is
$115,000. Cycomm intends to defend this case vigorously. Cycomm does not believe
that loss of this case is probable, and has not accrued for any potential loss
related to this case.
Item 2. Changes in Securities.
On April 26, 2002 we issued 2,333,333 shares of common stock that are
restricted under Regulation D of the Securities Exchange Act of 1934, to Ursa
Holdings/Capital Inc., for net proceeds of $175,000.
On May 3, 2002 we issued 2,000,000 shares of common stock that are
restricted under Regulation D of the Securities Exchange Act of 1934, to New
Range Management, for net proceeds of $140,000.
On May 14, 2002 we issued 2,500,000 shares of common stock that are
restricted under Regulation D of the Securities Exchange Act of 1934, to Ursa
Holdings/Capital Inc., for net proceeds of $200,000.
Item 3. Default Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Page 14
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits:
None
(b) Reports on Form 8-K:
None
Page 15
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.
CYCOMM INTERNATIONAL INC.
Date: May __, 2002 /s/ Albert I. Hawk
-------------------------------
Albert I. Hawk
Chief Executive Officer
Date: May __, 2002 /s/ Robert M. Hutton
---------------------------------
Robert M. Hutton
Vice President of Finance
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.
CYCOMM INTERNATIONAL INC.
Date ____________, 2002
----------------------------------
Albert I. Hawk
Chief Executive Officer
Date: ____________, 2002
------------------------------
Robert M. Hutton
Vice President of Finance