8-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  May 13, 2011

Capital Growth Systems, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Florida	0-30831	65-0953505
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

180 North LaSalle Street, Suite 2430, Chicago, Illinois 60601

(Address of Principal Executive Offices, Including Zip Code)

(312) 673-2400

(Registrant's Telephone Number, Including Area Code)

200 South Wacker Drive, Suite 1650, Chicago, Illinois 60606

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

Capital Growth Systems, Inc. has periodically filed its monthly reports with the U.S. Bankruptcy Court.  Attached as Exhibits to this Form 8-K  are unaudited financial statements for the month ended March 31, 2011 containing the following information that is contained in the monthly reports filed with the Court:

a.   Income Statement for the month in question;

b.  Year to Date Income Statement through the month in question;

c.   Balance Sheet as of the end of the month in question;

d.  Accounts Payable Aging as of the end of the month in question; and

e.  Accounts Receivable Aging as of the end of the month in question.

Item 9.01 Financial Statements and Exhibits.

99.1  Financial Statements for the month ended March 31, 2011 and Year to Date.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated:  May 13, 2011.

CAPITAL GROWTH SYSTEMS, INC.
By:	/s/ Dan Kardatzke
	Dan Kardatzke
	Chief Financial Officer

EX-99.1

Case No.	10-12302 PJW
Reporting Period: March 1 through March 31, 2011

Capital Growth Systems, Inc.

Consolidating Statement of Operations

for the month of March 2011

	Consolidated Total
INCOME STATEMENT
Revenues	$	4,382,361
Cost of Revenues	$	3,245,387
Gross Margin	$	1,136,973
OPERATING EXPENSES
Compensation	$	945,216
Travel and entertainment	$	57,776
Occupancy	$	73,208
Professional services	$	84,839
Insurance	$	7,571
Restructuring Expenses	$	431,014
Other	$	53,803
Selling, general, and administrative expenses	$	1,653,428
EBITDA	$	(516,455	)
Bad Debt Expense (Recovery)	$	0
Depreciation & Amortization	$	224,069
Operating Income (Loss)	$	(740,524	)
Interest Expense	$	1,470,407
NET INCOME (LOSS)	$	(2,210,931	)

Case No.	10-12302 PJW
Reporting Period: March 1 through March 31, 2011

Capital Growth Systems, Inc.

Consolidating Statement of Operations

for the two months ending March 31, 2011

	Consolidated Total
INCOME STATEMENT
Revenues	$	13,123,313
Cost of Revenues	$	9,807,664
Gross Margin	$	3,315,649
OPERATING EXPENSES
Compensation	$	2,562,599
Travel and entertainment	$	297,013
Occupancy	$	209,006
Professional services	$	373,540
Insurance	$	22,711
Restructuring Expenses	$	903,142
Other	$	(126,731	)
Selling, general, and administrative expenses	$	4,241,279
EBITDA	$	(925,630	)
Bad Debt Expense (Recovery)	$	15,000
Depreciation & Amortization	$	675,825
Operating Income (Loss)	$	(1,616,455	)
Interest Expense	$	4,229,124
NET INCOME (LOSS)	$	(5,845,579	)

Case No.	10-12302 PJW
Reporting Period: March 1 through March 31, 2011

Capital Growth Systems, Inc.

Summary of All Units

For the Month Ending March 31, 2011

	Consolidated Total
BALANCE SHEET
Current Assets
Cash	$	2,054,996
Accounts Receivable, net	$	3,869,822
Other Current Assets	$	4,643,229
Total Current Assets	$	10,568,047
Fixed Assets, gross	$	4,500,761
Accumulated Depreciation	$	(3,843,567	)
Fixed Assets, net	$	657,194
Other Assets
Other Assets	$	185,788
Intangible Assets	$	13,517,876
Goodwill	$	1,479,649
Total Assets	$	26,408,554
Current Liabilities
Current maturities of debt	$	27,591,701
Post-Petition Accounts Payable	$	4,874,266
Pre-Petition Accounts Payable	$	13,072,191
Post-Petition Accrued Expenses	$	1,697,299
Pre-Petition Accrued Expenses	$	5,133,380
Deferred Revenue - Short Term	$	3,335,180
Total Current Liabilities	$	55,704,017
Long-term Liabilities
Debt	$	10,567,699
Taxes	$	67,000
Total Long-term Liabilities	$	10,634,699
Total Liabilities	$	66,338,716
Shareholders' Equity
Common stock	$	17,015
Additional Paid in Capital	$	91,602,291
Retained Earnings, beginning of year	$	(125,089,332	)
Cumulative (gain) loss on currency translation	$	(614,557	)
Current Year Retained Earnings Inc/Loss	$	(5,845,579	)
Total Equity	$	(39,930,162	)
Total Liabilities and Shareholders' Equity	$	26,408,554

Case No.	10-12302 PJW
Reporting Period: March 1 through March 31, 2011

Capital Growth Systems, Inc.

Consolidated AP Aging Report (post-petition)

As of 3/31/2011

	Current		1-30		31-60		61-90		Over 90		Total
Total Accounts Payable	$	31,981	$	2,364,195	$	-55,949	$	402,807	$	2,095,119	$	4,838,152

Case No.	10-12302 PJW
Reporting Period: March 1 through March 31, 2011

Capital Growth Systems, Inc.

Consolidated AR Aging Report (Gross Receivables)

As of 3/31/2011

	Current		1-30 Days		31 - 60 Days		61+		Total
Total Accounts Receivables	$	2,111,899	$	632,237	$	108,773	$	1,578,993	$	4,431,902