-----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, RVwxjWg1lYrVpN8EWMD8PPPLKco7MzNT6UYg+LYkHjLFV7nsG5Za6cZdlPIREssU JqUkV1EJJ4Dz7BtElnuBAA== /in/edgar/work/20000719/0000950144-00-008882/0000950144-00-008882.txt : 20000920 0000950144-00-008882.hdr.sgml : 20000920 ACCESSION NUMBER: 0000950144-00-008882 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19980831 FILED AS OF DATE: 20000719 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WORLD ACCESS INC /NEW/ CENTRAL INDEX KEY: 0001071645 STANDARD INDUSTRIAL CLASSIFICATION: [3669 ] IRS NUMBER: 582398004 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 000-29782 FILM NUMBER: 675541 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 11-K 1 e11-k.txt WORLD ACCESS, INC. 1 ================================================================================ UNITED STATES SECURITIES AND EXCHANGES COMMISSION WASHINGTON, D.C. ------------------------ FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED AUGUST 31, 1998 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________________ to ______________ Commission File Number 0-29782 ------- WORLD ACCESS, INC. RETIREMENT AND SAVINGS PLAN (Full title of Plan) WORLD ACCESS, INC. (Exact name of issuer as specified in its charter) 945 E. PACES FERRY ROAD, SUITE 2200, ATLANTA, GEORGIA 30326 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (404) 231-2025 ================================================================================ 2 REQUIRED INFORMATION Item 1. Not applicable. Item 2. Not applicable. Item 3. Not applicable. Item 4. Plan financial statements and schedules prepared in accordance with the financial reporting requirements of ERISA have been included as Exhibit 1 hereto. EXHIBITS 1. Audited financial statements for the World Access, Inc. Retirement and Savings Plan, including statements of net assets available for plan benefits as of August 31, 1998 and 1997 and related statements of changes in net assets available for plan benefits for the years then ended, together with notes and schedules thereto. 2. Consent of Ernst & Young LLP with respect to the financial statements for the World Access, Inc. Retirement and Savings Plan. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the World Access, Inc. Retirement and Savings Plan has duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized, in the City of Atlanta, State of Georgia, on the 19th day of July, 2000. World Access, Inc. Retirement and Savings Plan By: /s/ MARK A. GERGEL -------------------------------------- Mark A. Gergel Trustee of the Plan 2 EX-1 2 ex1.txt AUDITED FINANCIAL STATEMENTS 1 EXHIBIT 1. Audited Financial Statements and Supplemental Schedules World Access, Inc. Retirement and Savings Plan Years ended August 31, 1998 and 1997 with Report of Independent Auditors 2 World Access, Inc. Retirement and Savings Plan Audited Financial Statements and Supplemental Schedules Years ended August 31, 1998 and 1997 CONTENTS Report of Independent Auditors........................................... 1 Audited Financial Statements Statements of Net Assets Available for Benefits.......................... 3 Statements of Changes in Net Assets Available for Benefits............... 4 Notes to Financial Statements............................................ 5 Supplemental Schedules Line 27a - Schedule of Assets Held for Investment Purposes.............. 15 Line 27d - Schedule of Reportable Transactions.......................... 16 Line 27e - Schedule of Non-Exempt Transactions.......................... 18
3 Report of Independent Auditors Plan Administrator World Access, Inc. Retirement and Savings Plan We have audited the accompanying statement of net assets available for benefits of World Access, Inc. Retirement and Savings Plan as of August 31, 1998, and the related statement of changes in net assets available for benefits for the year then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of the Plan as of and for the year ended August 31, 1997, were audited by other auditors whose report dated September 14, 1998, expressed an unqualified opinion on those statements. We conducted our audit in accordance with generally accepted auditing standards. 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 audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at August 31, 1998, and the changes in its net assets available for benefits for the year then ended, in conformity with generally accepted accounting principles. Our audit was performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedules of assets held for investment purposes as of August 31, 1998, reportable transactions for the year ended August 31, 1998, and non-exempt transactions for the year ended August 31, 1998 are presented for the purposes of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 (ERISA), and are not a required part of the financial statements. These supplemental schedules are the responsibility of the Plan's management. The supplemental schedules have been subjected to the auditing procedures applied in our audit of the 1998 financial statements and, in our opinion, are fairly stated in all material respects in relation to the 1998 financial statements taken as a whole. The information presented in the schedule of reportable transactions does not disclose the historical cost of certain investments. Disclosure of this information is required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under ERISA. /s/ Ernst & Young LLP Atlanta, Georgia June 4, 1999 1 4 2 5 World Access, Inc. Retirement and Savings Plan Statements of Net Assets Available for Benefits
AUGUST 31, 1998 1997 ------------------------------ ASSETS Investments, at fair value: Mutual funds $ 834,551 $ 302,575 Collective trust fund 428,890 -- World Access, Inc. common stock 1,434,017 1,576,475 Pooled separate account -- 300,278 Participant Loans 25,224 9,217 ------------------------------ 2,722,682 2,188,545 Investments, at contract value: Guaranteed investment contract -- 334,709 ------------------------------ Total investments 2,722,682 2,523,254 Contributions receivable: Participants 62,497 20,996 Employers 18,693 84,165 ------------------------------ Total receivables 81,190 105,161 ------------------------------ Total assets 2,803,872 2,628,415 ------------------------------ Net assets available for benefits $ 2,803,872 $ 2,628,415 ==============================
See accompanying notes. 3 6 World Access, Inc. Retirement and Savings Plan Statements of Changes in Net Assets Available for Benefits
YEAR ENDED AUGUST 31 1998 1997 ------------------------------- Additions to net assets attributed to: Contributions: Participants $ 658,225 $ 312,944 Employer 171,858 80,941 ------------------------------- 830,083 393,885 Investment income 39,946 59,229 Net (depreciation) appreciation in fair value of investments (598,302) 1,167,754 ------------------------------- 271,727 1,620,868 Deductions from net assets attributed to: Benefit payments 96,270 102,620 ------------------------------- Net increase 175,457 1,518,248 Net assets available for benefits at beginning of year 2,628,415 1,110,167 ------------------------------- Net assets available for benefits at end of year $ 2,803,872 $ 2,628,415 ===============================
See accompanying notes. 4 7 World Access, Inc. Retirement and Savings Plan Notes to Financial Statements August 31, 1998 1. DESCRIPTION OF THE PLAN The following description of World Access, Inc. (the "Company") Retirement and Savings Plan (the "Plan") provides only general information. Participants should refer to the Plan Agreement for a more complete description of the Plan's provisions. GENERAL The Company established the Plan effective July 1, 1989 as a defined contribution plan as defined under Section 401(k) of the Internal Revenue Code (the "Code"). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). Company representatives served as trustee of the Plan for the first three quarters of the 1998 Plan year. The Plan was amended and restated to appoint Merrill Lynch Trust Company (the "trustee") as trustee of the Plan's investments effective June 1, 1998. ELIGIBILITY The Plan covers all employees of the Company and certain participating affiliates who have attained 21 years of age and completed one-half year of service, as defined. Prior to June 1, 1998, employees were required to complete one year of service, as defined. Participating affiliates to the Plan include AIT, Westec, Sunrise, NACT, ATI Wireless, Galaxy, CIS, and Cherry Communications (Resurgens). CONTRIBUTIONS Participation is voluntary and eligible employees may elect to contribute up to 15% of their compensation through payroll deductions, as defined by the Plan agreement and subject to statutory limitations. The Company matches 50 percent of all participant contributions up to and including 6 percent of each participant's compensation for those 5 8 World Access, Inc. Retirement and Savings Plan Notes to Financial Statements (continued) 1. DESCRIPTION OF THE PLAN (CONTINUED) CONTRIBUTIONS (CONTINUED) participants credited with a year of service, as defined by the Plan agreement. The Company match is provided through the issuance of Company stock. An annual profit sharing contribution may be contributed at the option of the Company's Board of Directors. No profit sharing contribution was made during the year ended August 31, 1998. PARTICIPANT ACCOUNTS Each participant's account is credited with the participant's contribution and allocations of the Company's contribution and Plan earnings. Allocations are based on participant earnings or account balances, as defined in the Plan agreement. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. VESTING Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the Company match portion of their accounts is based on the number of years of credited service with the Company. A participant is 100 percent vested after five years of credited service. Non-vested account balances are forfeited and are used to reduce future Company contributions. Approximately $8,200 of forfeited account balances was used to reduce Company contributions during the year ended August 31, 1998. PARTICIPANT LOANS Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan transactions are treated as a transfer to (from) the investment fund from (to) the participant loans fund. 6 9 World Access, Inc. Retirement and Savings Plan Notes to Financial Statements (continued) 1. DESCRIPTION OF THE PLAN (CONTINUED) PARTICIPANT LOANS (CONTINUED) Loan terms range from one to five years or twenty years if the loan is used for a primary residence. The loans are secured by the balance in the participant's account and bear interest at a rate commensurate with the local prevailing interest rates. Principal and interest are paid ratably through monthly payroll deductions. BENEFITS AND WITHDRAWALS Benefits are available to Plan participants upon reaching the normal retirement age (age 65), date of disability, or after termination of service for any other reason. The participant's entire vested interest in the Plan shall be available to be distributed in a lump-sum cash payment or installment forms of distribution, as provided for in the Plan agreement. Participant contributions to the Plan may be withdrawn upon approval by the Plan administrator and subject to Code requirements in cases in which a participant has suffered a financial hardship. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF ACCOUNTING The accompanying financial statements have been prepared on the accrual basis of accounting. RECLASSIFICATIONS Certain amounts in the 1997 financials statements have been reclassified to conform to the 1998 presentation. 7 10 World Access, Inc. Retirement and Savings Plan Notes to Financial Statements (continued) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) INVESTMENT VALUATION Investments in mutual funds are stated at fair value based on quoted prices in an active market. Securities traded on a national securities exchange are valued at the last reported sales price on the last business day of the Plan year. The fair value of the participation units owned by the Plan in the pooled separate account is based on quoted redemption values. Such redemption values are generally established based on quoted market prices of the underling securities on the last business day of the Plan year. The Plan's investment in the CIGNA Guaranteed Long-Term account is stated at contract value which approximates fair value. Contract value represents contributions made under the account, plus interest at the contract rates, less funds used to pay benefits and administrative expenses. Participant loans are valued at cost which approximates fair value. INVESTMENT INCOME Dividend income is recorded on the ex-dividend date. Interest income is recorded as earned. Purchases and sales of securities are recorded on a trade date basis. USE OF ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates that affect the reported amounts in the financial statements and accompanying notes. Actual results could differ from those estimates. ADMINISTRATIVE EXPENSES Administrative expenses for the Plan are paid directly by the Company, and not from Plan assets. BENEFIT PAYMENTS Benefits are recorded when paid. 8 11 World Access, Inc. Retirement and Savings Plan Notes to Financial Statements (continued) 3. INCOME TAX STATUS The Plan has received an opinion letter from the Internal Revenue Service dated June 29, 1993, stating that the written form of the underlying prototype plan document is qualified under Section 401(a) of the Internal Revenue Code (the "Code"), and that any employer adopting this form of the Plan will be considered to have a plan qualified under Section 401(a) of the Code. Therefore, the related trust is exempt from taxation. The Plan is required to operate in conformity with the Code to maintain its qualification. The Plan administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax exempt. 4. TRANSACTIONS WITH PARTIES-IN-INTEREST At August 31, 1998 and 1997, the Plan held 74,981 and 58,516 shares of World Access, Inc. Common Stock, respectively. The fair value of this stock at August 31, 1998 and 1997 was $1,434,017 and $1,576,475, respectively. Certain Plan investments are shares of mutual and common trust funds managed by the trustee, therefore, these investment transactions qualify as party-in-interest. The Plan sponsor paid administrative expenses on behalf of the plan for the year ended August 31, 1998. 5. PLAN TERMINATION Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will receive the vested portion of their account. 9 12 World Access, Inc. Retirement and Savings Plan Notes to Financial Statements (continued) 6. INVESTMENTS The fair value of individual investments that represent 5% or more of the Plan's net assets are as follows:
AUGUST 31 1998 1997 ------------------------------ Merrill Lynch Retirement Preservation Trust $ 428,890 $ -- Merrill Lynch Capital Fund Class D 406,490 -- AIM Blue Chip Fund 338,400 -- World Access, Inc. Company stock 1,434,017 1,576,475 Fidelity Growth and Income Fund -- 300,278 SEI Capital Appreciation Fund -- 219,385 CIGNA Guaranteed Long-term Account -- 334,709
7. YEAR 2000 (UNAUDITED) The Plan sponsor has determined that it will be necessary to take certain steps in order to ensure that the Plan's information systems are prepared to handle year 2000 dates. The Plan Sponsor is taking a two phase approach. The first phase addresses internal systems that must be modified or replaced to function properly. Both internal and external resources are being utilized to replace or modify existing software applications, and test the software and equipment for the year 2000 modifications. The Plan Sponsor anticipates substantially completing this phase of the project by June 1999. Costs associated with modifying software and equipment are not estimated to be significant and will be paid by the Plan sponsor. For the second phase of the project, Plan management established formal communications with its third party service providers to determine that they have developed plans to address their own year 2000 problems as they relate to the Plan's operations. All third party service providers have indicated that they will be year 2000 compliant by early 1999. If modification of data processing systems of either the Plan, the Plan sponsor, or its service providers are not completed timely, the year 2000 problem 10 13 World Access, Inc. Retirement and Savings Plan Notes to Financial Statements (continued) 7. YEAR 2000 (UNAUDITED) (CONTINUED) could have a material impact on the operations of the Plan. Plan management has not developed a contingency plan, because they are confident that all systems will be year 2000 ready. 8. SUBSEQUENT EVENTS Effective November 18, 1998, the Company amended the vesting schedule to allow participants to become 100 percent vested after four years of credited service. 11 14 World Access, Inc. Retirement and Savings Plan Notes to Financial Statements (continued) 9. CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION The change in net assets available or benefits by fund are as follows:
YEAR ENDED AUGUST 31, 1998 --------------------------------------------------------------------------- PARTICIPANT DIRECTED --------------------------------------------------------------------------- MERRILL CIGNA FIDELITY SEI SEI LYNCH GUARANTEED GROWTH AND CAPITAL INTERNATIONAL RETIREMENT LONG-TERM INCOME APPRECIATION EQUITY PRESERVATION ACCOUNT FUND FUND FUND FUND ---------- ---------- ------------ ------------- ------------ Additions to net assets attributed to: Contributions: Participants $ 63,461 $ 117,736 $ 108,022 $ 30,380 $ 23,142 Employer -- -- -- -- -- ---------- ---------- ---------- ---------- ---------- 63,461 117,736 108,022 30,380 23,142 Investment income: Interest and dividends 15,539 -- 2,486 1,340 3,915 Net appreciation (depreciation) in fair value of investments -- 53,123 56,164 8,247 -- ---------- ---------- ---------- ---------- ---------- Total additions 79,000 170,859 166,672 39,967 27,057 Deductions from net assets attributed to: Benefit payments (494) (49,804) (2,406) (270) -- ---------- ---------- ---------- ---------- ---------- Net increase (decrease) before interfund transfers 78,506 121,055 164,266 39,967 27,057 Interfund transfers (413,215) (421,333) (383,651) (122,887) 401,833 ---------- ---------- ---------- ---------- ---------- Net increase (decrease) in net assets available for benefits (334,709) (300,278) (219,385) (83,190) 428,890 Net assets available for benefits at beginning of year 334,709 300,278 219,385 83,190 -- Net assets available for benefits at end of year $ -- $ -- $ -- $ -- $ 428,890 ========== ========== ========== ========== ========== YEAR ENDED AUGUST 31, 1998 ---------------------------------------- PARTICIPANT DIRECTED ---------------------------------------- MERRILL MERRILL LYNCH MERRILL LYNCH CORPORATE LYNCH CAPITAL BOND SPECIAL VALUE FUND FUND FUND ---------- --------- ------------- Additions to net assets attributed to: Contributions: Participants $ 33,317 $ 1,625 $ 4,203 Employer -- -- -- ---------- -------- -------- 33,317 1,625 4,203 Investment income: Interest and dividends 14,924 4 -- Net appreciation (depreciation) in fair value of investments (63,093) (7) (896) ---------- -------- -------- Total additions (14,852) 1,622 3,307 Deductions from net assets attributed to: Benefit payments -- -- -- ---------- -------- -------- Net increase (decrease) before interfund transfers (14,852) 1,622 3,307 Interfund transfers 421,342 -- -- ---------- -------- -------- Net increase (decrease) in net assets available for benefits 406,490 1,622 3,307 Net assets available for benefits at beginning of year -- -- -- Net assets available for benefits at end of year $ 406,490 $ 1,622 $ 3,307 ========== ======== ========
12 15 World Access, Inc. Retirement and Savings Plan Notes to Financial Statements (continued) 9. CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION (CONTINUED)
YEAR ENDED AUGUST 31, 1998 ------------------------------------------------------------- PARTICIPANT DIRECTED ------------------------------------------------------------- OPPENHEIMER WORLD ACCESS, AIM GLOBAL GROWTH INC. BLUE CHIP AND INCOME COMPANY STOCK PARTICIPANT FUND FUND LOANS ------------------------------------------------------------ Additions to net assets attributed to: Contributions: Participants $ 49,143 $ 13,607 $ 171,453 $ -- Employer -- -- 273,658 -- ----------------------------------------------------------- 49,143 13,607 445,111 -- Investment income: Interest and dividends 59 463 -- 1,344 Net appreciation (depreciation) in fair value of investments (46,378) (17,535) (588,055) -- ----------------------------------------------------------- Total additions 2,824 (3,465) (142,944) 1,344 Deductions from net assets attributed to: Benefit payments -- -- (43,296) -- ----------------------------------------------------------- Net increase (decrease) before interfund transfers 2,824 (3,465) (186,240) 1,344 Interfund transfers 335,576 88,197 43,782 14,663 ----------------------------------------------------------- Net increase (decrease) in net assets available for benefits 338,400 84,732 142,458 16,007 Net assets available for benefits at beginning of year -- -- 1,576,475 9,217 ----------------------------------------------------------- Net assets available for benefits at end of year $ 338,400 $ 84,732 $ 1,434,017 $ 25,224 =========================================================== NON-PARTICIPANT DIRECTED ------------------------------------------------------------- WORLD ACCESS, INC. COMPANY STOCK- COMPANY CASH MATCH EQUIVALENTS OTHER TOTAL ------------------------------------------------------------- Additions to net assets attributed to: Contributions: Participants $ -- $ 635 $ 41,501 $ 658,225 Employer 273,658 (37,328) (65,472) 171,858 ---------------------------------------------------------- 273,658 (35,693) (23,971) 830,083 Investment income: Interest and dividends -- -- -- 39,946 Net appreciation (depreciation) in fair value of investments (370,475) -- -- (598,302) ----------------------------------------------------------- Total additions (96,817) (35,693) (23,971) 271,727 Deductions from net assets attributed to: Benefit payments (23,104) -- -- (96,270) ----------------------------------------------------------- Net increase (decrease) before interfund transfers (119,921) (35,693) (23,971) 175,457 Interfund transfers -- 35,693 -- -- ---------------------------------------------------------- Net increase (decrease) in net assets available for benefits (119,921) -- (23,971) 175,457 Net assets available for benefits at beginning of year 979,854 -- 105,161 2,628,415 ---------------------------------------------------------- Net assets available for benefits at end of year $ 859,933 $ -- $ 81,190 $ 2,803,872 ==========================================================
13 16 9. CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION (CONTINUED)
YEAR ENDED AUGUST 31, 1997 ------------------------------------------------------------- CIGNA FIDELITY SEI SEI GUARANTEED GROWTH AND CAPITAL INTERNATIONAL LONG-TERM INCOME APPRECIATION EQUITY ACCOUNT ACCOUNT PORTFOLIO PORTFOLIO ------------------------------------------------------------- Additions to net assets attributed to: Contributions: Employer $ 62,487 $ 83,425 $ 46,496 $ 26,328 Employee -- -- -- -- --------------------------------------------------------- 62,487 83,425 46,496 26,328 Investment income: Interest and dividends 16,473 -- 34,700 6,540 Net appreciation (depreciation) in fair value of investments -- 53,153 13,487 (1,803) --------------------------------------------------------- 78,960 136,578 94,683 31,065 Deductions from net assets attributed to: Benefit payments (22,323) (13,604) (15,010) (3,074) --------------------------------------------------------- Net increase before interfund transfers 56,637 122,974 79,673 27,991 Interfund transfers 2,905 (1,662) 9,484 (6,025) --------------------------------------------------------- Net increase (decrease) in net assets available for benefits 59,542 121,312 89,157 21,966 Net assets by investment option at beginning of year 277,710 186,679 133,698 63,778 --------------------------------------------------------- Net assets by investment option at end of year $ 337,252 $ 307,991 $ 222,855 $ 85,744 ========================================================= WORLD ACCESS, WORLD ACCESS, INC. COMPANY INC. PARTICIPANT STOCK - COMPANY STOCK LOANS COMPANY MATCH TOTAL ------------- ------------- -------------- ----------- Additions to net assets attributed to: Contributions: Employer $ 94,208 $ -- $ -- $ 312,944 Employee -- -- 80,941 80,941 ------------------------------------------------------------- 94,208 -- 80,941 393,885 Investment income: Interest and dividends (6,074) 782 6,808 59,229 Net appreciation (depreciation) in fair value of investments 397,199 -- 705,718 1,167,754 ------------------------------------------------------------- 485,333 782 793,467 1,620,868 Deductions from net assets attributed to: Benefit payments (15,769) -- (32,840) (102,620) ------------------------------------------------------------- Net increase before interfund transfers 469,564 782 760,627 1,518,248 Interfund transfers (1,705) (1,873) (1,124) -- ------------------------------------------------------------- Net increase (decrease) in net assets available for benefits 467,859 (1,091) 759,503 1,518,248 Net assets by investment option at beginning of year 133,478 10,308 304,516 1,110,167 ------------------------------------------------------------- Net assets by investment option at end of year $ 601,337 $ 9,217 $ 1,064,019 $ 2,628,415 =============================================================
14 17 SUPPLEMENTAL SCHEDULES 18 World Access, Inc. Retirement and Savings Plan EIN: 65-0044204 Plan No.: 001 Line 27a - Schedule of Assets Held for Investment Purposes August 31, 1998
(E) (B) (C) (D) CURRENT (A) IDENTITY OF ISSUE DESCRIPTION OF INVESTMENT COST VALUE --- ------------------ ------------------------- ---------- ---------- MUTUAL FUNDS * Merrill Lynch Trust Company Capital Fund Class D $ 469,583 $ 406,490 * Merrill Lynch Trust Company Corporate Bond Fund Class D 1,629 1,622 * Merrill Lynch Trust Company Special Value Fund Class D 4,203 3,307 AIM Funds, Inc. Blue Chip Fund Class A 384,778 338,400 OppenheimerFunds, Inc. Global Growth and Income Fund 102,267 84,732 ---------- ---------- 962,460 834,551 COMMON STOCK * World Access, Inc. Common stock 2,338,001 1,434,017 ---------- ---------- 2,338,001 1,434,017 COMMON TRUST FUND * Merrill Lynch Trust Company Retirement Preservation Trust Fund 428,890 428,890 ---------- ---------- 428,890 428,890 * Participant loans Interest rates range from 8.0% to 10.0% -- 25,224 ---------- ---------- Total $3,729,351 $2,722,682 ========== ==========
* Indicates a party-in-interest to the Plan. 15 19 World Access, Inc. Retirement and Savings Plan EIN: 65-0044204 Plan No.: 001 Line 27d - Schedule of Reportable Transactions Year ended August 31, 1998
(H)CURRENT VALUE OF ASSET ON (C)PURCHASE (D)SELLING G)COST OF TRANSACTION (I)NET GAIN (A)IDENTITY OF PARTY INVOLVED (B) DESCRIPTION OF ASSET PRICE PRICE ASSET DATE OR (LOSS) - --------------------------------------------------------------------------------------------------------------------------- CATEGORY (I) - INDIVIDUAL SECURITY TRANSACTIONS WHICH EXCEED 5% OF PLAN ASSETS. Merrill Lynch Trust Company Retirement Preservation Trust Fund $392,386 $ -- $392,386 $392,386 $ -- Merrill Lynch Trust Company Capital Fund Class D 450,236 -- 450,236 450,236 450,236 AIM Funds, Inc. Blue Chip Fund Class A 351,852 -- 351,852 351,852 -- CIGNA Life Insurance Company Guaranteed Long-Term Account -- 386,468 ** 386,468 ** Fidelity Trust Company Growth & Income Fund -- 446,465 ** 446,465 ** SEI Investor Services Capital Appreciation Fund -- 335,681 ** 335,681 ** CATEGORY (III) - A SERIES OF SECURITY TRANSACTIONS WHICH EXCEEDS 5% OF PLAN ASSETS Merrill Lynch Trust Retirement Preservation Company Trust Fund 428,890 -- 428,890 428,890 -- Merrill Lynch Trust Capital Fund Class D 486,046 -- 486,046 486,046 -- Company
16 20 World Access, Inc. Retirement and Savings Plan EIN: 65-0044204 Plan No.: 001 Line 27d - Schedule of Reportable Transactions (continued) Year ended August 31, 1998
(H)CURRENT VALUE OF ASSET ON (C)PURCHASE (D)SELLING (G)COST OF TRANSACTION (I)NET GAIN (A)IDENTITY OF PARTY INVOLVED (B) DESCRIPTION OF ASSET PRICE PRICE ASSET DATE OR (LOSS) - ----------------------------- ------------------------ ----------- ---------- ---------- ----------- ----------- CATEGORY (III) - A SERIES OF SECURITY TRANSACTIONS WHICH EXCEEDS 5% OF PLAN ASSETS (CONTINUED). Merrill Lynch Trust Company Capital Fund Class D -- 16,463 18,933 16,463 2,470 AIM Funds, Inc. Blue Chip Fund Class A 384,778 -- 384,778 384,778 -- CIGNA Life Insurance Company Guaranteed Long-Term Account 137,980 -- ** 122,725 ** CIGNA Life Insurance Company Guaranteed Long-Term Account -- 472,689 ** 472,689 ** Fidelity Trust Company Growth & Income Fund 162,481 -- 162,481 162,481 -- Fidelity Trust Company Growth & Income Fund -- 515,883 ** 515,883 ** SEI Investor Services Capital Appreciation Fund 160,181 -- 160,181 160,181 -- SEI Investor Services Capital Appreciation Fund -- 353,862 ** 353,862 ** World Access, Inc. Common Stock 468,701 -- 468,701 468,701 -- World Access, Inc. Common Stock -- 23,104 ** 23,104 **
** Information not available. THERE WERE NO CATEGORY (II) OR (IV) TRANSACTIONS DURING THE YEAR ENDED AUGUST 31, 1998. Note: The information to be presented in columns (e) and (f) is not applicable. 17 21 World Access, Inc. Retirement and Savings Plan EIN: 65-0044204 Plan No.: 001 Line 27e - Schedule of Non-Exempt Transactions Year ended August 31, 1998
(A) (B) (C) DESCRIPTION OF TRANSACTIONS, INCLUDING MATURITY DATE, RATE OF RELATIONSHIP TO PLAN, EMPLOYER, OR INTEREST, COLLATERAL, PAR, OR IDENTITY OF PARTY INVOLVED OTHER PARTY-IN-INTEREST MATURITY VALUE -------------------------- ---------------------------------- --------------------------------- World Access, Inc. Employer/Plan Sponsor Contributions of $50,482 for the January 1998 payroll period remitted March 10, 1998. World Access, Inc. Employer/Plan Sponsor Contributions of $66,872 for the June 1998 payroll period remitted July 23, 1998.
Note: The information to be presented in columns (d), (e), (f), (g), (h), (i), or (j) is not applicable. 18 EX-2 3 ex2.txt CONSENT OF ERNST & YOUNG LLP 1 EXHIBIT 2 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-68623) pertaining to the Retirement and Savings Plan of World Access, Inc. and subsidiaries of our report dated September 14, 1998, with respect to the financial statements and schedules of the World Access, Inc. Retirement and Savings Plan included in this Annual Report (Form 11-K) for the year ended August 31, 1998. /s/ Ernst & Young LLP Atlanta, Georgia July 17, 2000 -----END PRIVACY-ENHANCED MESSAGE-----