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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): December 6, 2000
Commission File Number 0-14786
AUTOINFO, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 13-2867481
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
PO Box 4383
Stamford, CT 06907-0383
(Address of principal executive offices)
Registrant's telephone number, including area code: (203) 595-0005
The Registrant hereby amends its report on Form 8-K to include the following
financial statements:
Item 7: Financial Statements, Pro Forma Information
(a) Audited Financial Statements of Sunteck Transport Co., Inc.
1. Independent Auditor's Report
2. Balance Sheets as of December 31, 1999 and 1998
3. Statements of Operations for the years ended December 31, 1999
and 1998 and for the Period October 21, 1997 (Inception) to
December 31,1997
4. Statement of Shareholder's Equity for the Years Ended December
31, 1999 and 1998 and for the Period October 21, 1997
(Inception) to December 31,1997
5. Statements of Cash Flows for the Years Ended December 31, 1999
and 1998 and for the Period October 21, 1997 (Inception) to
December 31,1997
6. Notes to Financial Statements
(b) Unaudited Financial Statements of Sunteck Transport Co., Inc.
1. Balance Sheet as of September 30, 2000
2. Statements of Operations for the Nine Months Ended September
30, 2000 and 1999
3. Statements of Cash Flow for the Nine Months Ended September
30, 2000 and 1999
4. Note to Financial Statements
(c) Unaudited Pro Forma Consolidated Financial Information of AutoInfo,
Inc.
1. Condensed Pro Forma Consolidated Balance Sheet as of September
30, 2000
2. Condensed Pro Forma Consolidated Statement of Operations for
the Year Ended December 31, 1999
3. Condensed Pro Forma Consolidated Statement of Operations for
the Nine Months Ended September 30, 2000
4. Notes to Condensed Pro Forma Consolidated Financial Statements
SUNTECK TRANSPORT CO., INC.
FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998
AND FOR THE PERIOD OCTOBER 21, 1997 (INCEPTION) TO DECEMBER 31, 1997
SUNTECK TRANSPORT CO., INC.
FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998
AND FOR THE PERIOD OCTOBER 21, 1997 (INCEPTION) TO DECEMBER 31, 1997
INDEX TO FINANCIAL STATEMENTS
Report of Independent Public Accountants 3
Balance Sheets as of December 31, 1999 and 1998 4
Statements of Operations for the Years Ended December 31, 1999 and 1998
and for the Period October 21, 1997 (Inception) December 31,1997 5
Statements of Shareholders' Equity for the Years Ended December 31, 1999
and 1998 and for the Period October 21, 1997 (Inception) to
December 31,1997 6
Statements of Cash Flows for the Years Ended December 31, 1999 and 1998
and for the Period October 21, 1997 (Inception) to December 31,1997 7
Notes to Financial Statements 8-10
2
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Shareholders
AutoInfo, Inc.
Stamford, Connecticut
We have audited the accompanying balance sheets of Sunteck Transport Co., Inc.
as of December 31, 1999 and 1998, and the related statements of operations and
shareholder's equity and cash flows for each of the three years in the period
ended December 31, 1999. These financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Sunteck Transport Co., Inc. as
of December 31, 1999 and 1998 and the results of its operations and its cash
flows for each of the three years in the period ended December 31, 1999 in
conformity with accounting principles generally accepted in the United States of
America.
DWORKEN, HILLMAN, LAMORTE & STERCZALA, P.C.
February 13, 2001
Bridgeport, Connecticut
3
SUNTECK TRANSPORT CO., INC.
BALANCE SHEETS
AS OF DECEMBER 31, 1999 AND 1998
1999 1998
-----------------------
Assets
Current assets
Cash $ 51,787 $ 41,467
Short-term investments (Note 2) 36,500 --
Accounts receivable, net of provision for doubtful
accounts of $10,000 and $23,000 as of December
31, 1999 and 1998, respectively 428,483 376,428
-----------------------
Total current assets 516,770 417,895
Other assets 13,239 10,000
-----------------------
$ 530,009 $ 427,895
=======================
Current liabilities
Accounts payable and accrued expenses $ 465,844 $ 369,801
Loan from shareholder -- 70,086
-----------------------
Total current liabilities 465,844 439,887
-----------------------
Shareholder's equity
Common Stock - authorized 1,000 shares no par
value; issued and outstanding 100 shares at
December 31, 1999 and 1998, respectively 1,000 1,000
Retained earnings (deficit) 63,165 (12,992)
-----------------------
Total shareholder's equity 64,165 (11,992)
-----------------------
$ 530,009 $ 427,895
=======================
See Accompanying Notes to Financial Statements
4
SUNTECK TRANSPORT CO., INC.
STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 AND FOR THE PERIOD
OCTOBER 21, 1997 (INCEPTION) TO DECEMBER 31, 1997
1999 1998 1997
Net revenues $ 3,457,079 $ 2,388,402 $ 383,517
--------------------------------------------
Cost and expenses:
Direct freight 2,616,303 1,690,573 264,246
Commissions 262,614 365,606 91,323
Salaries and benefits 376,509 244,420 --
Selling and administrative 160,232 89,806 38,937
--------------------------------------------
Total cost and expenses 3,415,658 2,390,405 394,506
--------------------------------------------
Income (loss) from operations 41,421 (2,003) (10,989)
Gain on sale of securities 42,814 -- --
Unrealized holding gain 7,672 -- --
--------------------------------------------
Income (loss) before provision for income taxes 91,907 (2,003) (10,989)
Provision for income taxes 15,750 -- --
--------------------------------------------
Net income (loss) $ 76,157 $ (2,003) $ (10,989)
============================================
Basic and diluted earnings (loss) per share $ 761.57 $ (20.03) $ (109.89)
============================================
Weighted average number of
common shares outstanding 100 100 100
============================================
See Accompanying Notes to Financial Statements
5
SUNTECK TRANSPORT CO., INC.
STATEMENT OF SHAREHOLDER'S EQUITY
FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 AND FOR THE PERIOD
OCTOBER 21, 1997 (INCEPTION) TO DECEMBER 31, 1997
Shares of
Common Stock Retained Earnings
Outstanding Common Stock (Deficit)
Balance at inception -- $ -- $ --
Common shares issued 100 1,000
Net (loss) (10,989)
----------------------------------------
Balance, December 31, 1997 100 1,000 (10,989)
Net (loss) (2,003)
----------------------------------------
Balance, December 31, 1998 100 1,000 (12,992)
Net income 76,157
----------------------------------------
Balance, December 31, 1999 100 $ 1,000 $ 63,165
========================================
See Accompanying Notes to Financial Statements
6
SUNTECK TRANSPORT CO., INC.
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 AND FOR THE PERIOD
OCTOBER 21, 1997 (INCEPTION) TO DECEMBER 31, 1997
1999 1998 1997
--------- --------- ---------
Net income (loss) $ 76,157 $ (2,003) $ (10,989)
Adjustments to reconcile net income (loss) to net
cash provided by (used in) operating activities:
Gain on sale of securities (42,814) -- --
Unrealized holding gain (7,672) -- --
Changes in assets and liabilities:
Accounts receivable (52,055) (217,971) (158,457)
Other assets (3,239) -- (10,000)
Accounts payable and accrued expenses 96,043 254,172 115,629
--------- --------- ---------
Net cash provided by (used in) operating activities 66,420 34,198 (63,817)
--------- --------- ---------
Cash flows from investing activities:
Purchases of short-term investments (40,391) -- --
Redemption of short-term investments 54,377 -- --
--------- --------- ---------
Net cash provided by investing activities 13,986 -- --
--------- --------- ---------
Cash flows from financing activities:
Changes in advances from officer (70,086) (42,177) 112,263
Issuance of common stock -- -- 1,000
--------- --------- ---------
Net cash provided by (used in) financing activities (70,086) (42,177) 113,263
--------- --------- ---------
Net increase (decrease) in cash 10,320 (7,979) 49,446
Cash balance, beginning of year 41,467 49,446 --
--------- --------- ---------
Cash balance, end of year $ 51,787 $ 41,467 $ 49,446
========= ========= =========
See Accompanying Notes to Financial Statements
7
SUNTECK TRANSPORT CO., INC.
NOTES TO FINANCIAL STATEMENTS
Note 1 - Business and Summary of Significant Accounting Policies
Business
Sunteck Transport Co., Inc. (the "Company") was formed on October 21,
1997. Since inception, the Company has been a non-asset based supply chain
logistics company providing ground transportation coast to coast, warehousing,
air freight, rail and ocean freight services.
Summary of Significant Accounting Policies
Basis of Presentation
The financial statements of the Company have been prepared using the
accrual basis of accounting under generally accepted accounting principles
("GAAP").
Revenue Recognition
The Company recognizes revenues at the time goods are picked up at the
customers' location.
Provision for Doubtful Accounts
The Company has established an allowance for doubtful accounts based upon
historical trends.
Income (Loss) Per Share
Basic income (loss) per share is based on net income (loss) divided by the
weighted average number of common shares outstanding. There were no common stock
equivalents outstanding during the years ended December 31, 1999, 1998, and
during the period October 21, 1997 (inception) to December 31, 1997.
Use of Estimates
The preparation of these financial statements in conformity with GAAP
requires management to make certain estimates and assumptions. These estimates
and assumptions affect the reported amounts of assets, liabilities and
contingent liabilities at the date of the financial statements and the reported
amounts of revenue and expenses during the periods presented. The Company
believes that all such assumptions are reasonable and that all estimates are
adequate, however, actual results could differ from those estimates.
Income Taxes
The Company utilizes the asset and liability method for accounting for
income taxes. Under the asset and liability method, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to
differences between the financial statement carrying amounts of existing assets
and liabilities and their respective tax bases. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be
recovered or settled. The effect on deferred tax assets and liabilities of a
change in tax rates is recognized in income in the period that includes the
enactment date.
8
Note 2 - Short-Term Investments
At December 31, 1999, short-term investments are trading securities and
are reported at fair market value.
Gains and losses on disposition of securities are recognized on the
specific identification method in the period in which they occur. Unrealized
holding gains and losses on trading securities based upon the fair market value
as of the balance sheet date, if material, would be included in earnings in the
period in which they occur. Gains on dispositions of securities amounted to
$42,814 for the year ended December 31, 1999. Unrealized holding gains as of
December 31, 1999 amounted to $7,672.
There were no gains and losses arising from the disposition of marketable
securities or unrealized gains and losses for the years ended December 31, 1998
and for the period October 21, 1997 (inception) to December 31, 1997.
Note 3 - Accounts Receivable and Concentration of Credit Risk
The Company's financial instruments subject to credit risk are primarily
trade accounts receivable. During the years ended December 31, 1999 and 1998 and
for the period October 21, 1997 (inception) to December 31, 1997, no one
customer accounted for more than 10% of the Company's total sales. In addition,
the Company's credit risks are limited due to the dispersion of a majority of
the Company's customers across different industries.
Note 4 - Loan From Shareholder
The loan outstanding of $70,086 as of December 31, 1998 represents a
non-interest bearing loan.
Note 5 - Income Taxes
For the years ended December 31, 1999, 1998 and for the period from
inception to December 31, 1997, the provision (benefit) for income taxes
consisted of the following:
Years Ended
December 31,
-------------------------------
1999 1998 1997
------- ---- ----
Federal $11,831 $ -- $ --
State 3,919 -- --
------- ---- ----
Income tax expense $15,750 $ -- $ --
======= ==== ====
The following table reconciles the Company's effective income tax rate to
the Federal statutory rate for the years ended December 31, 1999, 1998 and 1997:
Years Ended
December 31,
-----------------------------
1999 1998 1997
----- ----- -----
Federal statutory rate 34.0% (34.0)% (34.0)%
Effect of:
Non-taxable income (3.0)
Tax loss carryovers (5.0)
Tax rates (12.6) 34.0 34.0
----- ----- -----
13.4% 0% 0%
===== ===== =====
The Company paid no income taxes for the years ended December 31, 1999 and
1998 and the period October 21, 1997 (inception) to December 31, 1997.
9
Note 5 - Commitments and Contingencies
Leases
The Company is not presently obligated under any non-cancelable operating
leases. Rent expense for the years ended December 31, 1999, 1998 and for the
period October 21, 1997 (inception) to December 31, 1997 was approximately
$10,000, $10,000 and $3,000, respectively.
Note 6 - Fair Value of Financial Instruments
The following disclosures of fair value were determined by management
using available market information and appropriate valuation methodologies.
Considerable judgment is necessary to interpret market data and develop
estimated fair value. Accordingly, the estimates presented herein are not
necessarily indicative of the amounts the Company could realize on disposition
of the financial instruments. The use of different market assumptions and/or
estimation methodologies may have a material effect on the estimated fair value
amounts.
Cash and accounts receivable and accounts payable and accrued liabilities
are carried at amounts which reasonably approximate fair value.
Although management is not aware of any factors that would significantly
affect the estimated fair value amounts, such amounts have not been
comprehensively revalued for the purposes of these consolidated financial
statements since that date and current estimates of fair value may differ
significantly from the amounts presented herein.
10
SUNTECK TRANSPORT CO., INC.
FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000
(Unaudited)
SUNTECK TRANSPORT CO., INC.
FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000
INDEX TO FINANCIAL STATEMENTS
(Unaudited)
Balance Sheet as of September 30, 2000 3
Statements of Operations for the Nine Months
Ended September 30, 2000 and 1999 4
Statements of Cash Flows for the Nine Months
Ended September 30, 2000 and 1999 5
Note to Financial Statements 6
2
SUNTECK TRANSPORT CO., INC.
BALANCE SHEET
AS OF SEPTEMBER 30, 2000
(Unaudited)
Assets
Current assets
Cash $ 80,266
Accounts receivable, net of provision for doubtful
accounts of $10,000 419,243
Other current assets 1,283
--------
Total current assets 500,792
Other assets 12,566
--------
$513,358
========
Current liabilities
Accounts payable and accrued expenses $452,774
Loan from shareholder 27,559
--------
Total current liabilities 480,333
--------
Shareholder's equity
Common Stock - authorized 1,000 shares no par
value; issued and outstanding 100 shares 1,000
Retained earnings 32,025
--------
Total shareholder's equity 33,025
--------
$513,358
========
3
SUNTECK TRANSPORT CO., INC.
STATEMENTS OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(Unaudited)
2000 1999
Net revenues $ 2,205,132 $ 2,696,935
----------------------------
Cost and expenses:
Direct freight 1,600,605 2,031,720
Commissions 233,668 198,323
Salaries and benefits 227,493 284,618
Selling and administrative 161,711 128,985
----------------------------
Total cost and expenses 2,223,477 2,643,646
----------------------------
Income (loss) from operations (18,345) 53,289
Loss on sale of securities (10,187) --
Unrealized holding loss (7,672) --
----------------------------
Income (loss) before provision for income taxes (36,204) 53,289
Provision for income tax expense (benefit) (5,614) 8,282
----------------------------
Net income (loss) $ (30,590) $ 45,007
============================
Basic and diluted earnings (loss) per share $ (305.90) $ 450.07
============================
Weighted average number of
common shares outstanding 100 100
============================
4
SUNTECK TRANSPORT CO., INC.
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(Unaudited)
2000 1999
-----------------------
Net income (loss) $(30,590) $ 45,007
Adjustments to reconcile net income (loss) to net
cash provided by (used in) operating activities:
Loss on sale of securities 10,187 --
Unrealized holding loss 7,672 --
Changes in assets and liabilities:
Accounts receivable 9,240 (60,329)
Other assets (610) --
Accounts payable and accrued expenses (13,070) 92,720
-----------------------
Net cash provided by (used in) operating activities (17,171) 77,398
-----------------------
Cash flows from investing activities:
Purchases of short-term investments (46,125) (11,572)
Redemption of short-term investments 64,216 --
-----------------------
Net cash provided by (used in) investing activities 18,091 (11,572)
-----------------------
Cash flows from financing activities:
Changes in advances from officer 27,559 (29,977)
-----------------------
Net cash provided by (used in) financing activities 27,559 (29,977)
-----------------------
Net increase (decrease) in cash 28,479 35,849
Cash balance, beginning of year 51,787 41,467
-----------------------
Cash balance, end of year $ 80,266 $ 77,316
=======================
5
SUNTECK TRANSPORT CO., INC.
NOTE TO FINANCIAL STATEMENTS
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and the instructions for Form 8-K and Rule 10-01 of Regulation S-X.
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 consisting of normal recurring
accruals considered necessary for a fair presentation have been included.
Operating results for the nine months ended September 30, 2000 and 1999 are not
necessarily indicative of the results that may be expected for a full fiscal
year. For further information, refer to the financial statement and footnotes
thereto included in the Company's accompanying report on Form 8-K/A for the
years ended December 31, 1999, 1998 and for the period October 21, 1997
(Inception) to December 31, 1997.
6
AUTOINFO, INC.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
INDEX TO FINANCIAL STATEMENTS
Unaudited Pro Forma Condensed Consolidated
Balance Sheet as of September 30, 2000 2
Unaudited Pro Forma Condensed Consolidated Statement of Operations
for the Year Ended December 31, 1999 3
Unaudited Pro Forma Condensed Consolidated Statement of Operations
for the Nine Months Ended September 30, 2000 4
Notes to the Unaudited Pro Forma Condensed Consolidated Financial Statements 5
1
AUTOINFO, INC.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
AS OF SEPTEMBER 30, 2000
Historical Historical
AutoInfo Sunteck Adjustments Pro Forma
------------ ------------ ------------ ------------
(1) (1)(2)
Assets
Current assets
Cash $ 528,183 $ 80,266 $ 288,771 $ 897,220
Short-term investments 232,800 232,800
Accounts receivable 419,243 419,243
Other assets 7,074 13,849 20,923
------------ ------------ ------------ ------------
Total current assets 768,057 513,358 288,771 1,570,186
------------ ------------ ------------ ------------
$ 768,057 $ 513,358 $ 288,771 $ 1,570,186
============ ============ ============ ============
Liabilities and stockholders' equity
Current liabilities
Accounts payable and
accrued liabilities $ 2,020,843 $ 480,333 $ (1,929,403) $ 571,773
------------ ------------ ------------ ------------
Total current liabilities 2,020,843 480,333 (1,929,403) 571,773
Long-term debt 9,393,572 (8,818,572) 575,000
Stockholders' equity (10,646,358) 33,025 11,036,746 423,413
------------ ------------ ------------ ------------
$ 768,057 $ 513,358 $ 288,771 $ 1,570,186
============ ============ ============ ============
See Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements
2
AUTOINFO, INC.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1999
Historical Historical
AutoInfo Sunteck Adjustments Pro Forma
------------ ------------ ----------- ------------
(A) (B)
Revenues
Net revenues $ -- $ 3,457,079 $ 3,457,079
Investment income 95,734 -- 95,734
------------ ------------ ------------
Total revenues 95,734 3,457,079 3,552,813
------------ ------------ ------------
Costs and expenses
Direct freight costs 2,616,303 2,616,303
Operating expenses 784,770 799,355 $ (175,970) 1,408,155
Interest expense 954,101 (865,800) 88,301
Reorganization expense 204,459 204,459
Depreciation 19,266 19,266
Loss (gain) on sale of
short-term investments 45,632 (42,814) 2,818
Net unrealized holding
loss (gain) 79,800 (7,672) 72,128
Investment in subsidiary (741,679) -- (741,679)
------------ ------------ ----------- ------------
Total costs and expenses 1,346,349 3,365,172 (1,041,770) 3,669,751
------------ ------------ ----------- ------------
Income (loss) from operations (1,250,615) 91,907 (1,041,770) (116,938)
Provision for income taxes (benefit) (141,532) 15,750 (15,750) (141,532)
------------ ------------ ----------- ------------
Net income (loss) $ (1,109,083) $ 76,157 $(1,057,520) $ 24,594
============ ============ =========== ============
Basic and diluted earnings
(loss) per share $ (.14) $ .00
Weighted average number of
shares outstanding 7,756,953 27,297,923
See Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements
AUTOINFO, INC.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000
Historical Historical
AutoInfo Sunteck Adjustments Pro Forma
------------ ------------ ----------- ------------
(A) (B)
Revenues
Net revenues $ -- $ 2,205,132 $ 2,205,132
Investment income 42,824 -- 42,824
------------ ------------ ------------
Total revenues 42,824 2,205,132 2,247,956
------------ ------------ ------------
Costs and expenses
Direct freight costs 1,600,605 1,600,605
Operating expenses 322,796 622,872 945,668
Interest expense 701,100 $ (649,350) 51,750
Reorganization expense 93,344 93,344
Loss (gain) on sale of
short-term investments 4,888 10,187 15,075
Net unrealized holding
loss (gain) (79,800) 7,672 (72,128)
------------ ------------ ------------ ------------
Total costs and expenses 1,042,328 2,241,336 (649,350) 2,634,314
------------ ------------ ------------ ------------
Income (loss) from operations (999,504) (36,204) 649,350 (386,358)
Provision for income taxes (benefit) -- (5,614) 5,614 --
------------ ------------ ------------ ------------
Net income (loss) $ (999,504) $ (30,590) $ 643,736 $ (386,358)
============ ============ ============ ============
Basic and diluted earnings
(loss) per share $ (.13) $ (.01)
Weighted average number of
shares outstanding 7,756,953 27,297,923
See Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements
AUTOINFO, INC.
NOTES TO THE UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AT SEPTEMBER 30, 2000 AND FOR THE YEAR ENDED DECEMBER 31, 1999 AND THE
NINE MONTHS ENDED SEPTEMBER 30, 2000
Balance Sheet
(1) To record the historical Balance Sheet of the acquired business, accounted
for as a pooling of interest, as of December 6, 2000 and the use of Cash, and
the satisfaction of liabilities pursuant to the Company's Chapter 11
Reorganization Plan.
(2) To record Cash of $575,000 from the issuance of 10 year convertible
subordinated debentures.
Statement of Operations
(A) To record the Revenue and Costs and expenses of the acquired business,
accounted for as a pooling of interest, for the period January 1, 1999 to
September 30, 2000.
(B) To eliminate interest expense on subordinated debt and other liabilities
satisfied pursuant to the Company's Chapter 11 Reorganization Plan, and the
Provision for income taxes (benefit) based upon the availability and use of the
Company's tax loss carryforward.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly filed this report to be signed and dated on its behalf by
the undersigned hereunto duly authorized.
AutoInfo, Inc.
Date: February 16, 2001 By: /s/ WILLIAM I. WUNDERLICH
----------------------------------------
William I. Wunderlich, Chief Financial
Officer
6