SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB Quarterly Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 For the quarterly period ended: September 30, 1995 TELECONFERENCING SYSTEMS INTERNATIONAL, INC. -------------------------------------------- (Exact name of registrant as specified in its charter) Colorado 0-13313 36-3296861 -------- ------- ---------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) P.O. Box 4197, Englewood, CO 80155-4197 - ---------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 303-761-8829 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 the filing requirements for at least the past 90 days. Yes X No ----- ----- As of September 30, 1995, there were 41,733,000 outstanding shares of common stock, par value $.0001 outstanding. PART 1. FINANCIAL INFORMATION ITEM 1. Financial Statements TELECONFERENCING SYSTEMS INTERNATIONAL, INC. Condensed Consolidated Balance Sheet September 30, 1995 June 30, (Unaudited) 1995 - -------------------------------------------------------------------------------- ASSETS CURRENT ASSETS Cash $ 2,586 $ 47,671 Accounts receivable 2,840 39,963 Note receivable from related party -- 30,500 Inventories 32,943 50,000 Prepaid expenses 139 2,950 - -------------------------------------------------------------------------------- Total current assets $ 38,508 $171,084 ================================================================================ LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) CURRENT LIABILITIES Note payable to financial institution $ 22,349 $138,382 Accounts payable 148,421 144,347 Accrued expenses -- 16,490 - -------------------------------------------------------------------------------- Total current liabilities 170,770 299,219 - -------------------------------------------------------------------------------- STOCKHOLDERS' EQUITY (DEFICIT) Common stock, stated value $.001 per share; authorized 100,000,000 shares; issued and outstanding:41,733,000 41,733 41,733 Additional paid-in capital 925,124 925,124 Accumulated deficit (1,099,119) (1,094,992) Total stockholders' (deficit) (132,262) (128,135) - -------------------------------------------------------------------------------- $ 38,508 $171,084 ================================================================================ The accompanying notes are considered an integral part these financial statements TELECONFERENCING SYSTEMS INTERNATIONAL, INC. Condensed Consolidated Statement of Operations (Unaudited) Three Months Ended September 30, ------------------------------ 1995 1994 - -------------------------------------------------------------------------------- NET SALES $ 14,326 $ 149,480 COST OF SALES 11,701 105,222 - -------------------------------------------------------------------------------- GROSS PROFIT 2,625 44,258 SELLING, GENERAL AND ADMINISTRATIVE 11,532 101,843 - -------------------------------------------------------------------------------- OPERATING LOSS (8,907) (57,585) OTHER INCOME (EXPENSE) 4,780 (2,715) - -------------------------------------------------------------------------------- NET LOSS $ (4,127) $ (60,300) - -------------------------------------------------------------------------------- NET LOSS PER SHARE $ -- $ -- - -------------------------------------------------------------------------------- WEIGHTED AVERAGE SHARES OUTSTANDING 41,733,000 41,733,000 - -------------------------------------------------------------------------------- TELECONFERENCING SYSTEMS INTERNATIONAL, INC. Consolidated Statement of Cash Flows (Unaudited) Three Months Ended September 30, 1995 1994 - -------------------------------------------------------------------------------- CASH FLOWS FROM OPERATING ACTIVITIES Net loss $(4,127) $ (60,300) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization -- 1,311 Changes in operating assets and liabilities: Accounts receivable 37,123 16,245 Inventories 17,057 20,196 Prepaid expenses 2,811 15,864 Payable and receivable, affiliates 30,500 (860) Accounts payable and accrued liabilities (12,416) 29,440 Other -- (17,682) - -------------------------------------------------------------------------------- 70,948 4,214 - -------------------------------------------------------------------------------- CASH FLOWS FROM FINANCING ACTIVITIES Principal payments to financial institution (116,033) (3,058) - -------------------------------------------------------------------------------- NET INCREASE (DECREASE) IN CASH (45,085) 1,156 CASH - BEGINNING OF PERIOD 47,671 18,395 - -------------------------------------------------------------------------------- CASH - END OF PERIOD $ 2,586 $ 19,551 - -------------------------------------------------------------------------------- SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid for interest $ -- $ 2,716 Inventory received as part of vendor settlement agreement -- 4,967 TELECONFERENCING SYSTEMS INTERNATIONAL, INC. Condensed Consolidated Statement of Changes in Stockholders' Equity (Deficit) Common Stock Additional --------------------- Paid-in Accumulated Shares Amount Capital Deficit Total - --------------------------------------------------------------------------------------------------------- Balances, July 1, 1995 41,733,000 $41,733 $925,124 $(1,094,992) $(128,135) Net loss (unaudited) -- -- -- (4,127) (4,127) - --------------------------------------------------------------------------------------------------------- Balances, September 30, 1995 (unaudited) 41,733,000 $41,733 $925,124 $(1,099,119) $(132,262) ========================================================================================================= TELECONFERENCING SYSTEMS INTERNATIONAL, INC. Notes to Condensed Consolidated Financial Statements (Unaudited) Note A - General Teleconferencing Systems International, Inc. (the "Company") was incorporated in Colorado on December 19, 1983. Activities of the Company since June 30, 1995 have been primarily liquidation of operating assets and settlement of obligations to creditors and employees as previously reported in its Annual Report filed on Form 10-KSB for the year ended June 30, 1995. The accompanying unaudited condensed financial statements have been prepared in accordance with the instructions to Form 10-QSB and do not include all of the information and notes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all material adjustments, consisting of only normal recurring adjustments considered necessary for a fair presentation, have been included. These statements should be read in conjunction with the financial statements and notes thereto included in the Company's Form 10-KSB for the year ended June 30, 1995. The results of operations for the three months ended September 30, 1995, are note necessarily indicative of the results for the remainder of fiscal 1996. Note B - Earnings (Loss) Per Share Earnings (loss) per share of common stock are computed using the weighted average number of shares outstanding during each period. ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Results of Operations - --------------------- The Company's active operations had ceased on June 30, 1995, however some minimal activity continued in collecting accounts receivable and making some creditors payments. For the quarter ended September 30, 1995, the Company had net sales of $14,326 with a cost of sales of $11,701, and gross profit of $2,625. For the same period in 1994, the net sales were $149,480 with a cost of sales of $105,222 for a gross profit of $44,258. In quarter ended September 30, 1995, the Company incurred $11,532 in general and administrative for an operating loss of ($8,902). The Company received $4,780 in other income which reduced the net loss to ($4,127) for the period. The operating results for the same period in 1994 were $101,843 in selling, general, and administrative expenses which produced an operating loss of ($57,585). An additional ($2,715) expense, when combined with the operating loss totalled a net loss of ($60,300) for the September 30, 1994 quarter. Liquidity and Capital Resources The Company had nominal cash capital at the end of the period. The Company will be forced to either borrow against or sell assets or make private placements of stock in order to fund any operations. No assurance exists as to the ability to make private placements of stock. PART II OTHER INFORMATION 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 (a) The following are filed as Exhibits to this Quarterly Report. The numbers refer to the Exhibit Table of Item 601 of Regulation S-K: None. (b) Reports on Form 8-K filed during the three months ended September 30, 1995. (incorporated by reference): None. 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 of the undersigned thereunto duly authorized. Dated: August 28, 1997 TELECONFERENCING SYSTEMS INTERNATIONAL, INC. by: /s/ Keith Shwayder ---------------------------------------- President