-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ku2oCSVJy9zB7N8qVbYzAgetClwzMXiz7wjY7u78FLx11aQSgyYOSXRuOMGN2kVv KTscqEqsF7dRU7hqyVn1rA== 0001169232-03-006390.txt : 20031106 0001169232-03-006390.hdr.sgml : 20031106 20031106095708 ACCESSION NUMBER: 0001169232-03-006390 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20030930 FILED AS OF DATE: 20031106 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AUTOINFO INC CENTRAL INDEX KEY: 0000351017 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING & COURIER SERVICES (NO AIR) [4210] IRS NUMBER: 132867481 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 001-11497 FILM NUMBER: 03981148 BUSINESS ADDRESS: STREET 1: PO BOX 4383 CITY: STAMFORD STATE: CT ZIP: 06907-0383 BUSINESS PHONE: 2019301800 MAIL ADDRESS: STREET 1: PO BOX 4383 CITY: STAMFORD STATE: CT ZIP: 06907-0383 10QSB 1 d57314_10-qsb.txt FORM 10QSB 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: SEPTEMBER 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) 6413 Congress Ave., Suite 240, 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 November 6, 2003 27,382,923 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 September 30, 2003 (unaudited) and December 31, 2002 (audited) ... 3 Statements of Income (unaudited) Three and nine months ended September 30, 2003 and 2002........... 4 Statements of Cash Flows (unaudited) Three and nine months ended September 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 Part II. Other Information ................................................. 14 Signatures ................................................................. 15 2 AUTOINFO, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
September 30, December 31, 2003 2002 ------------- ------------ Unaudited Audited ASSETS Current assets: Cash and cash equivalents $ 33,000 $ 684,000 Accounts receivable 4,636,000 2,996,000 Other current assets 342,000 197,000 ------------ ------------ Total current assets 5,011,000 3,877,000 Fixed assets, net of accumulated depreciation 72,000 67,000 ------------ ------------ $ 5,083,000 $ 3,944,000 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Loan payable $ 307,000 $ 500,000 Convertible subordinated debentures 575,000 575,000 Accounts payable and accrued liabilities 3,254,000 2,281,000 ------------ ------------ Total current liabilities 4,136,000 3,356,000 ------------ ------------ Stockholders' Equity Preferred stock - authorized 10,000,000 shares $.001 par value; issued and outstanding - 0 shares as of September 30, 2003 -- -- Common stock - authorized 100,000,000 shares $.001 par value; issued and outstanding - 27,348,000 shares as of September 30, 2003 and December 31, 2002 27,000 27,000 Additional paid-in capital 18,019,000 18,019,000 Deficit (17,099,000) (17,458,000) ------------ ------------ Total stockholders' equity 947,000 588,000 ------------ ------------ $ 5,083,000 $ 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)
Nine Months Ended Three Months Ended September 30, September 30, ------------------------------- ------------------------------- 2003 2002 2003 2002 ------------ ------------ ------------ ------------ Gross revenues $ 18,795,000 $ 13,715,000 $ 7,552,000 $ 5,412,000 Cost of transportation 15,313,000 11,328,000 6,169,000 4,498,000 ------------ ------------ ------------ ------------ Net revenues 3,482,000 2,387,000 1,383,000 914,000 ------------ ------------ ------------ ------------ Commissions 2,033,000 1,292,000 789,000 495,000 Operating expenses 986,000 728,000 391,000 274,000 ------------ ------------ ------------ ------------ 3,019,000 2,020,000 1,180,000 769,000 ------------ ------------ ------------ ------------ Income from operations 463,000 367,000 203,000 145,000 ------------ ------------ ------------ ------------ Other charges (credits): Investment income (12,000) (16,000) (3,000) (6,000) Interest expense 95,000 116,000 24,000 39,000 ------------ ------------ ------------ ------------ 83,000 100,000 21,000 33,000 ------------ ------------ ------------ ------------ Income before income taxes 380,000 267,000 182,000 112,000 Income taxes 21,000 12,000 10,000 5,000 ------------ ------------ ------------ ------------ Net income $ 359,000 $ 255,000 $ 172,000 $ 107,000 ============ ============ ============ ============ Basic and diluted net income per share: $ .01 $ .01 $ .00 $ .00 ============ ============ ============ ============ Weighted average number of common and common equivalent shares 28,533,000 27,875,000 28,852,000 27,996,000 ------------ ------------ ------------ ------------
The accompanying notes are an integral part of these consolidated financial statements. 4 AUTOINFO, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Nine Months Ended September 30, 2003 2002 ----------- ----------- Cash flows from operating activities: Net income $ 359,000 $ 148,000 Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization 24,000 9,000 Gain on sales of securities -- (1,000) Changes in assets and liabilities: Accounts receivable (1,640,000) (1,478,000) Other current assets (145,000) (1,000) Accounts payable and accrued liabilities 973,000 1,068,000 ----------- ----------- Net cash used in operating activities (429,000) (255,000) ----------- ----------- Cash flows from investing activities: Capital expenditures (29,000) (10,000) Proceeds from sale of short-term investments -- 14,000 ----------- ----------- Net cash provided by (used in) investing activities (29,000) 4,000 ----------- ----------- Cash flows from financing activities: Decrease in borrowings, net (193,000) -- ----------- ----------- Net cash used in financing activities (193,000) -- ----------- ----------- Net decrease in cash and cash equivalents (651,000) (251,000) Cash and cash equivalents, beginning of period 684,000 885,000 ----------- ----------- Cash and cash equivalents, end of period $ 33,000 $ 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. We are licensed to operate as both a broker and carrier. 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. In our brokerage division, which uses third party carriers, we have eight regional operating centers and representatives in 19 states and Canada. As of October 21, 2003, we had 48 sales agents. In our carrier division, where Sunteck operates as the carrier through 35 owner operators leased onto our authority, we have five representatives in five states. 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 6 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 nine months ended September 30, 2003 and 2002 are not necessarily indicative of results to be expected for the entire year. Pursuant to SEC rules and 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 $57,000 and $60,000 as of September 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 September 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 1,504,000 and 698,000 and 1,185,000 and 577,000 for the three and nine months ended September 30, 2003 and 2002, respectively. 7 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 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. Deferred tax assets not expected to be realized are reduced by a valuation allowance. 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. 8 Note 2 Income Tax Expense Components of income taxes follow:
Nine Months Ended Nine Months Ended September 30, 2003 September 30, 2002 ------------------------- ------------------------ Current Deferred Current Deferred --------- --------- --------- -------- Tax expense before application of operating loss carryforwards $ 143,000 $ -- $ 100,000 $ -- Tax expense (benefit) of operating loss carryforwards (122,000) 122,000 (88,000) 88,000 Change in valuation allowance -- (122,000) -- (88,000) --------- --------- --------- -------- Tax expense $ 21,000 $ -- $ 12,000 $ -- ========= ========= ========= ======== Three Months Ended Three Months Ended September 30, 2003 September 30, 2002 ------------------------- ------------------------ Current Deferred Current Deferred --------- --------- --------- -------- Tax expense before application of operating loss carryforwards $ 67,000 $ -- $ 43,000 $ -- Tax expense (benefit) of operating loss carryforwards (57,000) 57,000 (38,000) 38,000 Change in valuation allowance -- (57,000) -- (38,000) --------- --------- --------- -------- Tax expense $ 10,000 $ -- $ 5,000 $ -- ========= ========= ========= ======== September 30, December 31, 2003 2002 ------------- ------------ Deferred tax assets: Net operating loss carryforward $ 5,979,000 $ 6,101,000 ----------- ----------- Gross deferred tax assets 5,979,000 6,101,000 Less: valuation allowance (5,979,000) (6,101,000) ----------- ----------- Deferred tax asset $ -- $ -- =========== ===========
Note 3 Line of Credit 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. At September 30, 2003, the outstanding balance under the credit facility was $307,000. 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. We are licensed to operate as both a broker and carrier. 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. In our brokerage division, which uses third party carriers, we have eight regional operating centers and representatives in 19 states and Canada. As of October 21, 2003, we had 48 sales agents. In our carrier division, where Sunteck operates as the carrier through 35 owner operators leased onto our authority, we have five representatives in five states. 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. 10 Three and nine months ended September 30, 2003 and 2002 During the period ended September 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, the addition of independent sales agents and the expansion of our non-asset based carrier division. Our net revenues (gross revenues less cost of transportation) are the primary indicator of our ability to source, add value and resell service that are provided by third parties and are 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 Nine Months Ended September 30, September 30, 2003 2002 2003 2002 ----- ----- ----- ----- Net revenues 100.0% 100.0% 100.0% 100.0% ----- ----- ----- ----- Commissions 57.0% 54.1% 58.4% 54.1% Operating expenses 28.3% 30.0% 28.3% 30.5% Other charges 1.5% 3.6% 2.4% 4.2% ----- ----- ----- ----- Income before income taxes 13.2% 12.3% 10.9% 11.2% ----- ----- ----- -----
Revenues Gross revenues consisting of freight fees and other related services revenue totaled $7,552,000 and $18,795,000 for the three and nine month periods ended September 30, 2003, as compared with $5,412,000 and $13,715,000 in the prior year periods. Net revenues were $1,383,000 and $3,482,000 for the three and nine month periods ended September 30, 2003, as compared with $914,000 and $2,387,000 in the prior year periods. For the three and nine month periods ended September 30, 2003, the carrier division accounted for gross revenues of $856,000 and $570,000, and net revenues of $170,000 and $111,000, respectively. Costs and expenses Commissions totaled $789,000 and $2,033,000 for the three and nine month periods ended September 30, 2003, as compared with $495,000 and $1,292,000 in the prior year periods. As a percentage of net revenues, commissions were 57% and 58% for the three and nine month periods ended September 30, 2003 as compared with 54% in the prior year periods. This increase is the direct result of higher commission rates related to our business expansion and the addition of independent sales agents at higher commission rates than historical averages. Operating expenses totaled $391,000 and $986,000 for the three and nine month periods ended September 30, 2003, as compared with $274,000 and $728,000 in the prior year periods. As a percentage of net revenues, operating expenses were 28% for the three and nine month periods ended September 30, 2003 as compared with 30% and 31% in the prior year periods. This decrease in percentage terms is the direct result of management's ability to leverage selling, general and administrative expenses in connection with our business expansion. Investment income, primarily consisting of dividend and interest income, was $3,000 and $12,000 for the three and nine month periods ended September 30, 2003, as compared with $6,000 and $16,000 in the prior year periods. 11 Interest expense totaled $24,000 and $95,000 for the three and nine month periods ended September 30, 2003, as compared with $39,000 and $116,000 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 $10,000 and $21,000 for the three and nine month periods ended September 30, 2003 as compared with $5,000 and $12,000 in the prior year periods, and consist of only state taxes as we have a net operating loss carryforward for Federal tax purposes. Net income Net income totaled $172,000 and $359,000 for the three and nine month periods ended September 30, 2003, as compared with $107,000 and $255,000 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 nine months period ended September 30, 2003. However, as of September 30, 2003, we had an accumulated deficit of $17.1 million. 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 additional 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. At September 20, 2003, the outstanding balance under the credit facility was $307,000. 12 On June 23, 2003, by written consent of a majority of our stockholders, we approved the AutoInfo 2003 Stock Option Plan which provides for grant up to a maximum of 3,000,000 shares of our common stock. In addition, we increased our total authorized capitalization to include ten million shares of blank-check preferred stock. The stock options will be utilized as a component of our long-term incentive compensation for employees and qualified sales agents. The preferred stock is available to be used for future financing requirements and potential acquisitions. At September 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. At September 30, 2003, we had liquid assets of approximately $33,000. We believe that we have sufficient working capital to meet our short-term operating needs. The total amount of debt outstanding as of September 30, 2003 was $882,000. This following table presents our debt instruments and their weighted average interest rates as of September 30, 2003: Weighted Balance Average Rate ------- ------------ Subordinated Debt $575,000 12.0% Credit facility $307,000 4.75% Inflation and changing prices had no material impact on revenues or the results of operations for the period ended September 30, 2003. 13 AUTOINFO, INC. AND SUBSIDIARIES Part II - OTHER INFORMATION Item 1 - 5: Inapplicable Item 6 - Exhibits: 31.1 Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification of Chief Executive Officer and Chief Financial Officer 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: November 6, 2003 15 EX-31.1 3 d57314_ex31-1.txt CERTIFICATION OF CHIEF EXECUTIVE OFFICER Exhibit 31.1 AUTOINFO, INC. CERTIFICATIONS PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 CERTIFICATION I, Harry Wachtel, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of AutoInfo, Inc.; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: (a) designed such disclosure controls and procedures, or causes such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; (b) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function): (a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and (b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls. /s/ Harry Wachtel ------------------------------------- Harry Wachtel President and Chief Executive Officer Date: November 6, 2003 EX-31.2 4 d57314_ex31-2.txt CERTIFICATION OF CHIEF FINANCIAL OFFICER Exhibit 31.2 CERTIFICATION I, William Wunderlich, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of AutoInfo, Inc.; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: (a) designed such disclosure controls and procedures, or causes such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; (b) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function): (a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and (b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls. /s/ William Wunderlich ------------------------------ William Wunderlich Chief Financial Officer Date: November 6, 2003 EX-32.1 5 d57314_ex32-1.txt CERTIFICATION OF CEO AND CFO Exhibit 32.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of AutoInfo, Inc. (the "Company") on Form 10-QSB for the period ending September 30, 2003 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), we, Harry Wachtel and William Wunderlich, Chief Executive Officer and Chief Financial Officer, respectively,of the Company, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that to our knowledge: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. November 6, 2003 /s/ Harry Wachtel - -------------------------------- Harry Wachtel Chief Executive Officer /s/ William Wunderlich - -------------------------------- William Wunderlich Chief Financial Officer 18 -----END PRIVACY-ENHANCED MESSAGE-----