FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For Quarter Ended: JUNE 30, 2003
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF
1934
For the transition period from ______________ to ______________
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 Identification number)
incorporation or organization)
6401 Congress Ave., Suite 230, Boca Raton, FL 33487
(Address of principal executive office)
(561) 988-9456
(Registrant's telephone number, including area code)
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 such filing
requirements for the past 90 days.
YES |X| NO |_|
Number of shares outstanding of the Registrant's common stock as of August 8,
2003
27,347,923 shares of common stock, $.001 par value.
Indicate by check mark whether the Registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
YES |X| NO |_|
Transitional Small Business Format
YES |_| NO |X|
AUTOINFO, INC. AND SUBSIDIARIES
INDEX
Part I. Financial Information:
Item 1. Consolidated Financial Statements: Page
Balance Sheets
June 30, 2003 (unaudited) and December 31, 2002 (audited) . 3
Statements of Income (unaudited)
Three and six months ended June 30, 2003 and 2002 ......... 4
Statements of Cash Flows (unaudited)
Three and six months ended June 30, 2003 and 2002 ......... 5
Notes to Unaudited Consolidated Financial Statements ........ 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations ......................... 10
Item 3. Controls and Procedures ..................................... 13
Part II. Other Information ............................................... 14
Signatures ............................................................... 15
2
AUTOINFO, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
June 30, December 31,
2003 2002
------------ ------------
Unaudited Audited
ASSETS
Current assets:
Cash and cash equivalents $ 52,000 $ 684,000
Accounts receivable 3,357,000 2,996,000
Other current assets 309,000 197,000
------------ ------------
Total current assets 3,718,000 3,877,000
Fixed assets, net of accumulated depreciation 67,000 67,000
------------ ------------
$ 3,785,000 $ 3,944,000
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Loan payable $ -- $ 500,000
Convertible subordinated debentures 575,000 575,000
Accounts payable and accrued liabilities 2,435,000 2,281,000
------------ ------------
Total current liabilities 3,010,000 3,356,000
------------ ------------
Stockholders' Equity
Common stock - authorized 100,000,000 shares
$.001 par value; issued and outstanding -
27,348,000 shares as of June 30, 2003 and
December 31, 2002 27,000 27,000
Additional paid-in capital 18,019,000 18,019,000
Deficit (17,271,000) (17,458,000)
------------ ------------
Total stockholders' equity 775,000 588,000
------------ ------------
$ 3,785,000 $ 3,944,000
============ ============
The accompanying notes are an integral part of these consolidated
financial statements.
3
AUTOINFO, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Six Months Ended Three Months Ended
June 30, June 30,
------------------------------ ------------------------------
2003 2002 2003 2002
------------ ------------ ------------ ------------
Gross revenues $ 11,243,000 $ 8,303,000 $ 6,102,000 $ 4,743,000
Cost of transportation 9,144,000 6,830,000 5,002,000 3,952,000
------------ ------------ ------------ ------------
Net revenues 2,099,000 1,473,000 1,100,000 791,000
------------ ------------ ------------ ------------
Commissions 1,244,000 797,000 640,000 449,000
Operating expenses 595,000 454,000 319,000 219,000
------------ ------------ ------------ ------------
1,839,000 1,251,000 959,000 668,000
------------ ------------ ------------ ------------
Income from operations 260,000 222,000 141,000 123,000
------------ ------------ ------------ ------------
Other charges (credits):
Investment income (9,000) (10,000) (6,000) (3,000)
Interest expense 71,000 77,000 33,000 39,000
------------ ------------ ------------ ------------
62,000 67,000 27,000 36,000
------------ ------------ ------------ ------------
Income before income taxes 198,000 155,000 114,000 87,000
Income taxes 11,000 7,000 6,000 4,000
------------ ------------ ------------ ------------
Net income $ 187,000 $ 148,000 $ 108,000 $ 83,000
============ ============ ============ ============
Basic and diluted net
income per share: $ .01 $ .01 $ .00 $ .00
============ ============ ============ ============
Weighted average number of
common and common
equivalent shares 28,432,000 27,815,000 28,517,000 27,942,000
------------ ------------ ------------ ------------
The accompanying notes are an integral part of these consolidated
financial statements.
4
AUTOINFO, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended
June 30,
2003 2002
--------- -----------
Cash flows from operating activities:
Net income $ 187,000 $ 148,000
Adjustments to reconcile net income to net cash
used in operating activities:
Depreciation and amortization 16,000 9,000
Gain on sales of securities -- (1,000)
Changes in assets and liabilities:
Accounts receivable (361,000) (1,478,000)
Other current assets (112,000) (1,000)
Accounts payable and accrued liabilities 154,000 1,068,000
--------- -----------
Net cash used in operating activities (116,000) (255,000)
--------- -----------
Cash flows from investing activities:
Capital expenditures (16,000) (10,000)
Proceeds from sale of short-term investments -- 14,000
--------- -----------
Net cash provided by (used in) investing activities (16,000) 4,000
--------- -----------
Cash flows from financing activities:
Decrease in borrowings, net (500,000) --
--------- -----------
Net cash used in financing activities (500,000) --
--------- -----------
Net decrease in cash and cash equivalents (632,000) (251,000)
Cash and cash equivalents, beginning of period 684,000 885,000
--------- -----------
Cash and cash equivalents, end of period $ 52,000 $ 634,000
========= ===========
The accompanying notes are an integral part of these consolidated
financial statements.
5
AUTOINFO, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Forward Looking Statements
Certain statements made in this Quarterly Report on Form 10-QSB are
"forward-looking statements"(within the meaning of the Private Securities
Litigation Reform Act of 1995) regarding the plans and objectives of management
for future operations. Such statements involve known and unknown risks,
uncertainties and other factors that may cause our actual results, performance
or achievements of the Company to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. The forward-looking statements included herein are
based on current expectations that involve numerous risks and uncertainties. Our
plans and objectives are based, in part, on assumptions involving judgments with
respect to, among other things, future economic, competitive and market
conditions and future business decisions, all of which are difficult or
impossible to predict accurately and many of which are beyond our control.
Although we believe that our assumptions underlying the forward-looking
statements are reasonable, any of the assumptions could prove inaccurate and,
therefore, there can be no assurance that the forward-looking statements
included in this report will prove to be accurate. In light of the significant
uncertainties inherent in the forward-looking statements included herein
particularly in view of the current state of our operations, the inclusion of
such information should not be regarded as a statement by us or any other person
that our objectives and plans will be achieved. Factors that could cause actual
results to differ materially from those expressed or implied by forward-looking
statements include, but are not limited to, the factors set forth under the
headings "Business," and "Risk Factors" in our Annual Report on Form 10-KSB for
the year ended December 31, 2002 as filed with the Securities and Exchange
Commission.
Note 1 - Business and Summary of Significant Accounting Policies
Business
We are a full service third party transportation logistics provider. Our
services include ground transportation coast to coast, local pick up and
delivery, warehousing, air freight and ocean freight. We have strategic
alliances with less than truckload (LTL), truckload, air, rail and ocean common
carriers to service our customers' needs.
We have six regional operating centers and representatives in 12 states
and Canada. As of July 21, 2003, we had 42 sales agents. Our services include
arranging for the transport of customers' freight from a shipper's location to
the designated destination. We do not own any trucking equipment and rely on
independent carriers for the movement of customers' freight. We seek to
establish long-term relationships with our customers and provide a variety of
logistics services and solutions to eliminate inefficiencies in our customers'
supply chain management.
Summary of Significant Accounting Policies
Basis of Presentation
The financial statements of the Company have been prepared using the
accrual basis of accounting under accounting principles generally accepted in
the United States of America (GAAP).
The consolidated financial statements, which are unaudited, have been
prepared pursuant to the rules and regulations of the Securities and Exchange
Commission ("SEC"). In management's opinion, these financial statements include
all adjustments (consisting only of normal recurring adjustments) necessary for
a fair presentation of the results of operations for the interim periods
presented. The results of operations for the three and six months ended June 30,
2003 and 2002 are not necessarily indicative of results to be expected for the
entire year. Pursuant to SEC rules and
6
regulations, certain information and footnote disclosures normally included in
financial statements prepared in accordance with GAAP have been omitted from
these statements. The consolidated financial statements and notes thereto should
be read in conjunction with the financial statements and notes included in our
Annual Report on Form 10-KSB for the year ended December 31, 2002.
Principles of Consolidation
The consolidated financial statements include the accounts of the Company
and its wholly-owned subsidiary Sunteck Transport Co., Inc. All significant
intercompany balances and transactions have been eliminated in consolidation.
Revenue Recognition
As a third party transportation logistics provider, the Company acts as
the shippers' agent and arranges for a carrier to handle the freight. Gross
revenues consist of the total dollar value of services purchased by shippers.
Revenue is recognized upon the delivery of freight, at which time the related
transportation cost, including commission, is also recognized. At that time, the
Company's obligations are completed and collection of receivables is reasonably
assured.
Provision For Doubtful Accounts
The Company continuously monitors the creditworthiness of its customers
and has established an allowance for amounts that may become uncollectible in
the future based on current economic trends, historical payment trends and bad
debt write-off experience, and any specific customer related collection issues.
The provision for doubtful accounts was $43,000 and $60,000 as of June 30, 2003
and December 31, 2002, respectively.
Cash and Cash Equivalents
Cash and cash equivalents consist of cash in banks and investments in
short-term, highly liquid securities having original maturities of three months
or less. From time to time, the Company has on deposit at financial institutions
cash balances which exceed federal deposit insurance limitations. The Company
has not experienced any losses in such accounts and believes it is not exposed
to any significant credit risk on cash and cash equivalents.
Fixed Assets
Fixed assets as of June 30, 2003 and December 31, 2002, consisting
primarily of furniture, fixtures and equipment, were carried at cost, net of
accumulated depreciation. Depreciation of fixed assets was provided on the
straight-line method over the estimated useful lives of the related assets which
range from three to five years.
Income Per Share
Basic income per share is based on net income divided by the weighted
average number of common shares outstanding. Common stock equivalents
outstanding were 1,169,000 and 1,084,000 and 644,000 and 517,000 for the three
and six months ended June 30, 2003 and 2002, respectively.
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
7
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 and future benefits to be
recognized upon the utilization of certain operating loss carryforwards.
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.
Stock-Based Compensation
The Company has adopted Statement of Financial Accounting Standards No.
123, "Accounting for Stock Based Compensation" (SFAS 123). As permitted by SFAS
123, the Company has chosen to continue to apply Accounting Principles Board
Opinion No. 25, "Accounting for Stock Issued to Employees" (APB 25) and,
accordingly, no compensation cost has been recognized for stock options in the
financial statements.
Note 2 Income Tax Expense
Components of income taxes follow:
Six Months Ended Three Months Ended
June 30, 2003 June 30, 2003
------------------------ ------------------------
Current Deferred Current Deferred
-------- -------- -------- --------
Tax expense before application of
operating loss carryforwards $ 75,000 $ -- $ 44,000 $ --
Tax expense (benefit) of operating
loss carryforwards (64,000) 64,000 (38,000) 38,000
Change in valuation allowance -- (64,000) -- (38,000)
-------- -------- -------- --------
Tax expense $ 11,000 $ -- $ 6,000 $ --
======== ======== ======== ========
Three Months Ended Six Months Ended
June 30, 2002 June 30, 2002
------------------------ ------------------------
Current Deferred Current Deferred
-------- -------- -------- --------
Tax expense before application of
operating loss carryforwards $ 32,000 $ -- $ 57,000 $ --
Tax expense (benefit) of operating
loss carryforwards (28,000) 28,000 (50,000) 50,000
Change in valuation allowance -- (28,000) -- (50,000)
-------- -------- -------- --------
Tax expense $ 4,000 $ -- $ 7,000 $ --
======== ======== ======== ========
8
June December
30, 31,
2003 2002
----------- -----------
Deferred tax assets:
Net operating loss
carryforward $ 6,037,000 $ 6,101,000
----------- -----------
Gross deferred tax assets 6,037,000 6,101,000
Less: valuation allowance (6,037,000) (6,101,000)
----------- -----------
Deferred tax asset $ -- $ --
=========== ===========
Note 3 Line of Credit
In May 2003, the Company entered into a credit facility with Wachovia Bank
providing for an available line of credit of $1,500,000 secured by substantially
all of the Company's assets. The credit facility provides for the monthly
payment of interest at the bank's prime rate plus 1/2 of 1%, requires the
maintenance of certain financial ratios, and places limitations on future
capital expenditures. Initial borrowings under this facility were used to repay
the $500,000 line of credit, obtained from a related party in August 2001. The
Company's available cash is used to reduce borrowings under this facility and,
therefore, the outstanding balance under the credit facility is $0 as of June
30, 2003.
Note 4 2003 Stock Option Plan
On June 23, 2003, by written consent of a majority of the Company's
stockholders, the Company's 2003 stock option plan, covering the grant of up to
a maximum of 3,000,000 shares of Company Common Stock, was approved. The stock
options are utilized as a component of long-term compensation incentives for the
Company's employees and qualified sales agents.
9
AUTOINFO, INC. AND SUBSIDIARIES
- --------------------------------------------------------------------------------
Management's Discussion and Analysis of
Financial Condition And Results of Operations
Cautionary statement identifying important factors that could cause our actual
results to differ from those projected in forward looking statements.
Pursuant to the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995, readers of this report are advised that this
document contains both statements of historical facts and forward looking
statements. Forward looking statements are subject to certain risks and
uncertainties, which could cause actual results to differ materially from those
indicated by the forward looking statements. Examples of forward looking
statements include, but are not limited to (i) projections of revenues, income
or loss, earnings per share, capital expenditures, dividends, capital structure
and other financial items, (ii) statements of our plans and objectives with
respect to business transactions and enhancement of shareholder value, (iii)
statements of future economic performance, and (iv) statements of assumptions
underlying other statements and statements about our business prospects.
The following Management's Discussion and Analysis of Financial Condition
and Results of Operations should be read in conjunction with our unaudited
consolidated financial statements and the notes thereto appearing elsewhere in
this report.
General
We are a full service third party transportation logistics provider. Our
services include ground transportation coast to coast, local pick up and
delivery, warehousing, air freight and ocean freight. We have strategic
alliances with less than truckload (LTL), truckload, air, rail and ocean common
carriers to service our customers' needs.
We have six regional operating centers and representatives in 12 states
and Canada. As of July 21, 2003, we had 42 sales agents. Our services include
arranging for the transport of customers' freight from a shipper's location to
the designated destination. We do not own any trucking equipment and rely on
independent carriers for the movement of customers' freight. We seek to
establish long-term relationships with our customers and provide a variety of
logistics services and solutions to eliminate inefficiencies in our customers'
supply chain management.
Results of Operations
In the transportation industry, results of operations generally show a
seasonal pattern as customers reduce shipments during the winter months. This
industry trend has not had a significant impact on our results of operations or
our cash flows in recent years. Also, inflation has not materially affected our
operations due to the short-term transactional basis of our business. However,
we cannot fully predict the impact seasonality and inflation may have in the
future.
Three and six months ended June 30, 2003 and 2002
During the period ended June 30, 2003, we continued to implement our
strategic growth business plan consisting primarily of the expansion of client
services, the opening of regional operations centers in key geographical markets
and the addition of independent sales agents. Our net revenues (gross revenues
less cost of transportation) are
10
the primary indicator of our ability to source, add value and resell service
that are provided by third parties and are considered to be the primary
measurement of growth. Therefore, the discussion of the results of operations
below focuses on the changes in our net revenues. The increases in net revenues
and all related cost and expense categories are the direct result of our
business expansion.
The following table represents certain statement of operation data as a
percentage of net revenues:
Three Months Ended Six Months Ended
June 30, June 30,
2003 2002 2003 2002
------ ------ ------ ------
Net revenues 100.0% 100.0% 100.0% 100.0%
------ ------ ------ ------
Commissions 58.1% 56.7% 59.3% 54.1%
Operating expenses 29.0% 27.7% 28.3% 30.8%
Other charges 2.5% 4.6% 3.0% 4.6%
------ ------ ------ ------
Income before income taxes 10.4% 11.0% 9.4% 10.5%
------ ------ ------ ------
Revenues
Gross revenues consisting of freight fees and other related services
revenue totaled $6,102,000 and $11,243,000 for the three and six month periods
ended June 30, 2003, as compared with $4,743,000 and $8,303,000 in the prior
year periods. Net revenues were $1,100,000 and $2,099,000 for the three and six
month periods ended June 30, 2003, as compared with $791,000 and $1,473,000 in
the prior year periods.
Costs and expenses
Commissions totaled $640,000 and $1,244,000 for the three and six month
periods ended June 30, 2003, as compared with $449,000 and $797,000 in the prior
year periods. As a percentage of net revenues, commissions were 58% and 59% for
the three and six month periods ended June 30, 2003 as compared with 57% and 54%
in the prior year periods. This increase is the direct result of higher
commission rates related to the Company's business expansion and the addition of
independent sales agents at higher commission rates than historical averages.
Operating expenses totaled $319,000 and $595,000 for the three and six
month periods ended June 30, 2003, as compared with $219,000 and $454,000 in the
prior year periods. As a percentage of net revenues, operating expenses were 29%
and 28% for the three and six month periods ended June 30, 2003 as compared with
28% and 31% in the prior year periods. This decrease in percentage terms for the
six months ended June 30, 2003 is the direct result of management's ability to
leverage selling, general and administrative expenses in connection with the
Company's business expansion.
Investment income, primarily consisting of dividend and interest income,
was $6,000 and $9,000 for the three and six month periods ended June 30, 2003,
as compared with $3,000 and $10,000 in the prior year periods.
11
Interest expense totaled $33,000 and $71,000 for the three and six month
periods ended June 30, 2003, as compared with $39,000 and $77,000 in the prior
year periods. This decrease is primarily the result of the lower interest rate
on our new line of credit entered into in May 2003 (See Liquidity and capital
resources).
Income taxes
Income taxes were $6,000 and $11,000 for the three and six month periods
ended June 30, 2003 as compared with $4,000 and $7,000 in the prior year
periods, and consist of only state taxes as the Company has a net operating loss
carryforward for Federal tax purposes.
Net income
Net income totaled $108,000 and $187,000 for the three and six month
periods ended June 30, 2003, as compared with $83,000 and $148,000 in the prior
year periods.
Trends and uncertainties
The transportation industry is highly competitive and highly fragmented.
Our primary competitors are other non-asset based as well as asset based third
party logistics companies, freight brokers, carriers offering logistics services
and freight forwarders. We also compete with shippers internal traffic
departments as well as carriers internal sales and marketing departments
directly seeking shippers' freight. We anticipate that competition for our
services will continue to increase. Many of our competitors have substantially
greater capital resources, sales and marketing resources and experience. We
cannot assure you that we will be able to effectively compete with our
competitors in effecting our business expansion plans.
Our operations were profitable for the three and six months period ended
June 30, 2003. However, as of June 30, 2003, we had an accumulated deficit of
$17.7 million. Other factors that could adversely affect our operating results
include:
o the success of Sunteck in expanding its business operations; and
o changes in general economic conditions.
Depending on our ability to generate revenues, we may require additional
funds to expand Sunteck's business operations and for working capital and
general corporate purposes. Any additional equity financing may be dilutive to
stockholders, and debt financings, if available, may involve restrictive
covenants that further limit our ability to make decisions that we believe will
be in our best interests. In the event we cannot obtain additional financing on
terms acceptable to us when required, our ability to expand Sunteck's operations
may be materially adversely affected.
Liquidity and capital resources
In May 2003, we entered into a credit facility with Wachovia Bank
providing for an available line of credit of $1,500,000 secured by substantially
all of our assets. The credit facility provides for the monthly payment of
interest at the bank's prime rate plus 1/2 of 1%, requires the maintenance of
certain financial ratios, and places limitations on future capital expenditures.
Initial borrowings under this facility were used to repay the $500,000 line of
credit, obtained from a related party in August 2001. Our available cash is used
to reduce borrowings under this facility and, therefore, the outstanding balance
under the credit facility is $0 as of June 30, 2003.
12
At June 30, 2003, we had outstanding $575,000 of subordinated convertible
debentures. The debentures are convertible into common stock at the option of
the debenture holder at a conversion price of $0.25 per share and are
redeemable, at the option of the holder, on or after May 31, 2004. We believe
that we have sufficient working capital to meet our short-term operating needs.
At June 30, 2003, we had liquid assets of approximately $52,000.
The total amount of debt outstanding as of June 30, 2003 was $575,000.
This following table presents our debt instruments and their weighted average
interest rates as of June 30, 2003:
Weighted
Average
Balance Rate
-------- --------
Subordinated Debt $575,000 12.0%
Inflation and changing prices had no material impact on revenues or the
results of operations for the period ended June 30, 2003.
Controls and Procedures
(a) Evaluation of Disclosure Controls and Procedures
Within the past 90 days, AutoInfo's management, including its Chief Executive
Officer and Chief Financial Officer, have conducted an evaluation of the
effectiveness of disclosure controls and procedures pursuant to Rule 13a-14 and
15d-14 under the Securities Exchange Act of 1934, as amended. Based on that
evaluation, the Chief Executive Officer and Chief Financial Officer concluded
that the disclosure controls and procedures are effective in ensuring that all
material information required to be filed in this quarterly report has been made
known to them in a timely fashion.
(b) Changes in Internal Controls
There have been no significant changes in internal controls, or in factors that
could significantly affect internal controls, subsequent to the date the Chief
Executive Officer and Chief Financial Officer completed their evaluation.
13
AUTOINFO, INC. AND SUBSIDIARIES
Part II - OTHER INFORMATION
Item 1 - 4: Inapplicable
Item 5 - Submission of Matters to a Vote of Security Holders
On June 23, 2003, the following actions were taken by written
consent of a majority (15,600,000 or 57%) of the Registrant's
stockholders:
(a) The election of Peter Einselen, Thomas Robertson, Harry Wachtel
and Mark Weiss as directors (each of whom was incumbent);
(b) The amendment of our certificate of incorporation to increase
our total authorized shares to include 10 million shares of
"blank-check" $ .001 par preferred stock;
(c) The approval of our 2003 stock option plan reserving for grant
up to a maximum of 3,000,000 shares of common stock;
(d) The ratification of Dworken, Hillman, LaMorte & Sterczala, P.C.
as independent auditors for fiscal 2003.
Item 6 - Exhibits:
3.1 Certificate of Amendment of Certificate of Incorporation filed
July 28, 2003.
31.1 Certification Pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
31.2 Certification Pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
32.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
14
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
authorized.
AUTOINFO, INC.
(Registrant)
--------------------------------------
/s/ William I. Wunderlich
--------------------------------------
William I. Wunderlich
Executive Vice President and Principal
Financial Officer
Date: August 11, 2003
15