-----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, QTjz9x7b2Mn8PQgA2f10xA/C8aCxEwnkRBhe7B8jLBCkB9xZ9GSDLIAi5IwupXFq uGLBAXn70mPICUksfqLWIg== 0000950144-00-006956.txt : 20000517 0000950144-00-006956.hdr.sgml : 20000517 ACCESSION NUMBER: 0000950144-00-006956 CONFORMED SUBMISSION TYPE: NT 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000516 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WORLD ACCESS INC /NEW/ CENTRAL INDEX KEY: 0001071645 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 582398004 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-Q SEC ACT: SEC FILE NUMBER: 000-29782 FILM NUMBER: 637785 BUSINESS ADDRESS: STREET 1: 945 EAST PACES FERRY ROAD STREET 2: SUITE 2200 CITY: ATLANTA STATE: GA ZIP: 30326 BUSINESS PHONE: 4042312025 MAIL ADDRESS: STREET 1: 945 EAST PACES FERRY ROAD STREET 2: SUITE 2200 CITY: ATLANTA STATE: GA ZIP: 30326 FORMER COMPANY: FORMER CONFORMED NAME: WAXS INC DATE OF NAME CHANGE: 19981006 NT 10-Q 1 WORLD ACCESS, INC. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-29782 (Check one) _Form 10-K _Form 20-F _Form 11-K [X] Form 10-Q _Form N-SAR For the Period Ended: March 31, 2000 ( )Transition Report on Form 10-K ( )Transition Report on Form 20-F ( )Transition Report on Form 11-K ( )Transition Report on Form 10-Q ( )Transition Report on Form N-SAR For the Transition Period Ended:_________________________________ Read Instruction (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: PART I-REGISTRANT INFORMATION Full Name of Registrant: World Access, Inc. Former Name if Applicable: WAXS INC. Address of Principal Executive Office (Street and Number): 945 E. Paces Ferry Road., Suite 2200 (City, State and Zip Code): Atlanta, GA 30326 PART II-RULES 12b-25(b) and (c) If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate) [x] |(a) The reasons described in reasonable detail in Part III of this form | could not be eliminated without unreasonable effort or expense; | [x] |(b) The subject annual report, semi-annual report, transition report on | Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof, will be | filed on or before the fifteenth calendar day following the prescribed | due date; or the subject quarterly report or transition report on Form | 10-Q, or portion thereof will be filed on or before the fifth calendar | day following the prescribed due date; and | |(c) The accountant's statement or other exhibit required by Rule 12b-25(c) | has been attached if applicable PART III-NARRATIVE State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, or the transition report or portion thereof, could not be filed within the prescribed time period: The Form 10-Q for the quarter ended March 31, 2000 could not be filed within the Commission's prescribed time period primarily due to (i) difficulties encountered in obtaining required financial information from the European subsidiaries of Long Distance International, Inc., substantially all of the assets of which World Access acquired in February 2000; (ii) financial and legal management time and effort associated with World Access' sale of Telco Systems, Inc. in April 2000; and (iii) financial and legal management time and effort associated with the pending mergers with STAR Telecommunications, Inc. and Communication TeleSystems International d/b/a WORLDxCHANGE Communications. 2 PART IV- OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification Mr. Mark A. Gergel (404) 231-2025 (Name) (Area Code) (Telephone Number) (2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s). [X] Yes _ No (3) Is it anticipated that any significant changes in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? [X] Yes _ No If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made: The Company's March 31, 2000 financial results were significantly changed over the comparable period in 1999. Please refer to the Company's press release dated May 10, 2000 which contains the Consolidated Balance Sheets as of March 31, 2000 and December 31, 1999 and Statements of Operations, for the three months ended March 31, 2000 and March 31, 1999, attached hereto, that disclose selected financial information. 3 World Access, Inc. (Name of Registrant as Specified in Charter) has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized. Date: May 16, 2000 By: /s/ Martin D. Kidder ------------------------- Martin D. Kidder Vice President and Controller 4 Exhibit No. 1 [GRAPHIC OMITTED] WORLD ACCESS REPORTS STRONG FIRST QUARTER RESULTS Record Revenue and Strong Showing in Europe Validate Strategy EBITDA and Cash EPS Results Exceed Consensus Estimates Pro Forma Revenue up $70 million, and EBITDA up $18.5 Million, Year-over-Year Atlanta, Georgia - May 10, 2000 - WORLD ACCESS, INC. (NASDAQ: WAXS) announced today that its first quarter revenue from continuing operations was a record $255.5 million, an increase of $170.4 million or 200% over revenue realized in the first quarter of 1999. For the three months ended March 31, 2000, the Company realized earnings before interest, foreign exchange gains or losses, taxes, depreciation and amortization ("EBITDA") from continuing operations of $7.9 million, or $0.09 per diluted share, compared to $1.2 million, or $0.03 per diluted share, in the year-ago period. The net loss from continuing operations was $17.8 million for the first quarter, which includes $17.8 million of depreciation and amortization expense, and $11.4 million in net interest expense and foreign exchange gains. This compares to a net loss of $2.5 million in the first quarter of 1999. The net loss per share for the quarter was $0.33, compared to $0.07 in the comparable 1999 period. Cash earnings per share, which adds back the amortization expense associated with goodwill, was a loss of $0.11, compared to a loss of $0.04 in the first quarter of 1999. The first quarter results include a full quarter of FaciliCom International, Inc., which was acquired in December 1999, and the results of the NETnet operations from February 11, 2000, the date on which these operations were acquired from Long Distance International, Inc. As a consequence of the acquisitions, the Company realized nearly 40% of its total revenue from European originated traffic, of which approximately 17% came from European retail customers. Comparing first quarter results with pro forma results for the first quarter of 1999, assuming the acquisitions of FaciliCom and NETnet had occurred as of January 1, 1999, revenues increased approximately $70 million or 35%, and EBITDA improved from approximately ($10.5) million to $7.9 million. John D. Phillips, Chairman and Chief Executive Officer, said, "We are pleased to have met our business plan objectives and exceeded the market's expectations with the first quarter results. In addition, we have begun showing considerable progress toward our European strategy, by exhibiting the impact of the NETnet and Facilicom acquisitions on our changing mix of business. We expect to see European revenue and retail revenue continue to increase as a percentage of total revenue." 5 "During the quarter, we completed the integration of FaciliCom and made substantial progress in integrating the NETnet operations into World Access," Mr. Phillips continued. "We expect to continue to see benefits in NETnet margins as we migrate the retail traffic onto our own network. This is expected to be completed during the second quarter." World Access' balance sheet was strengthened during the first quarter by a private equity placement and by the liquidation of substantially all of the assets of the CIS division. In addition, the Company reached agreements during the first quarter to sell its Telco Systems and Wireless Local Loop divisions. Both transactions were completed in early April, further enhancing the Company's cash position. Mr. Phillips commented, "We have made tremendous progress on our divestiture plan which we announced in December. The Company has successfully divested itself of all of its Equipment Group assets except for our NACT Switching division. The monetization of these assets has so far generated in excess of $440 million in gross proceeds. While we have not yet received an offer for NACT which we believe appropriately values its operating performance, R&D initiatives and growth prospects, we will continue to profitably manage NACT until such time as an acceptable offer is presented to us. Lindsay Wallace, President of our Equipment Group, is in the process of relocating to Utah to assume the role of President of NACT. "We are extremely optimistic about our strategic development," Mr. Phillips added. "We believe that we have the management and financial resources, as well as the scale and critical mass, to successfully pursue our consolidation strategy in the European SME market. Our pending acquisitions of WorldxChange Communications and STAR Telecom will position us as one of the leading independent telecom providers in Europe." About World Access World Access is focused on being a leading provider of bundled voice, data and Internet services to retail and carrier customers located throughout Europe. Located strategically throughout the United States and 13 European countries, World Access provides end-to-end international communication services over an advanced asynchronous transfer mode internal network that includes gateway and tandem switches, an extensive fiber network encompassing tens of millions of circuit miles and satellite facilities. For additional information regarding World Access, please refer to the Company's website at www.waxs.com. This press release may contain financial projections or other forward-looking statements made pursuant to the safe harbor provisions of the Securities Reform Act of 1995. Such statements involve risks and uncertainties which may cause actual results to differ materially. These risks include: potential inability to identify, complete and integrate acquisitions; difficulties in expanding into new business activities; delays in new service offerings; the potential termination of certain service agreements or the inability to enter into additional service agreements; and other risks described in the Company's SEC filings, including the Company's Annual Report on Form 10-K for the year ended December 31, 1999 and the Company's Registration Statement on Form S-3 (No. 333-79097), both of which are incorporated by reference into this press release. World Access Contact: Michael F. Mies (404-231-2025) Senior V.P. of Finance http://www.waxs.com 6 World Access, Inc. and Subsidiaries Summary Consolidated Financial Data (In thousands, except per share data)
Three Months Ended March 31 2000 1999 --------------------------- (Unaudited) Statement of Operations Data: Carrier services $ 239,256 $ 85,098 Retail services 16,285 --- --------- --------- Total Revenue 255,541 85,098 Cost of services 223,855 80,154 Selling, general and administrative 21,861 3,419 Depreciation and network amortization 5,551 1,259 Goodwill amortization 12,208 978 Provision for doubtful accounts 1,915 350 --------- --------- Total Operating Expenses 265,390 86,160 --------- --------- Operating Loss (9,849) (1,062) Interest and other income 2,619 183 Interest expense 14,545 2,339 Foreign exchange gain 532 --- --------- --------- Loss From Continuing Operations Before Income Taxes (21,243) (3,218) Income tax benefit 3,460 762 --------- --------- Loss From Continuing Operations (17,783) (2,456) Net income (loss) from discontinued operations (6,374) 4,609 --------- --------- Net Income (Loss) (24,157) 2,153 Preferred stock dividends 632 --- --------- --------- Net Income (Loss) Available to Common Stockholders $ (24,789) $ 2,153 ========= =========
7 World Access, Inc. and Subsidiaries Summary Consolidated Financial Data (In thousands, except per share data)
Three Months Ended March 31 2000 1999 --------------------------- (Unaudited) Statement of Operations Data: Income (Loss) Per Common Share: Basic: Continuing Operations $ (0.33) $ (0.07) Discontinued Operations (0.12) 0.13 --------- - ------- Net Income (Loss) $ (0.45) $ 0.06 ========= ========= Diluted: Continuing Operations(a) $ (0.33) $ (0.07) Discontinued Operations(a) (0.12) 0.13 --------- --------- Net Income (Loss)(a) $ (0.45) $ 0.06 ========= ========= Weighted Average Shares Outstanding: Basic 55,189 36,089 ========= ========= Diluted 88,153 39,547 ========= ========= Other Financial Data for Continuing Operations: EBITDA $ 7,910 $ 1,175 ========= ========= EBITDA Per Diluted Share $ 0.09 $ 0.03 ========= ========= Cash Earnings (Loss) (b) $ (6,207) $ (1,478) ========= ========= Cash Earnings (Loss) Per Fully Diluted Share (a) $ (0.11) $ (0.04) ========= =========
(a) For purposes of reporting loss amounts per diluted share, potential common shares consisting of shares subject to stock options and warrants, convertible notes and convertible preferred stock are excluded as their effect would be anti-dilutive. Therefore, the basic weighted average shares were used in the computation of loss amounts per diluted share. (b) Cash earnings (loss) represents earnings (loss) from continuing operations less preferred stock dividends and plus goodwill amortization expense. 8 World Access, Inc. and Subsidiaries Consolidated Balance Sheet Data (In thousands)
March 31 December 31 2000 1999 ------------------------------ (Unaudited) ASSETS Current Assets Cash and investments $ 189,269 $ 147,432 Restricted cash 30,847 32,243 Accounts receivable 276,637 164,768 Other current assets 54,835 24,547 Net assets held for sale 238,405 244,388 ----------- ----------- Total Current Assets 789,993 613,378 Property and equipment 154,250 136,033 Goodwill 1,081,172 830,234 Restricted cash 1,195 14,958 Other assets 38,659 35,201 ----------- ----------- Total Assets $ 2,065,269 $ 1,629,804 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Short-term debt $ 74,722 $ 83,837 Accounts payable 245,305 182,107 Other accrued liabilities 101,730 57,590 ----------- ----------- Total Current Liabilities 421,757 323,534 Long-term debt 413,989 408,338 Noncurrent liabilities 652 633 ----------- ----------- Total Liabilities 836,398 732,505 ----------- ----------- Stockholders' Equity 1,228,871 897,299 ----------- ----------- Total Liabilities and Stockholders' Equity $ 2,065,269 $ 1,629,804 =========== ===========
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