-----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, U+PWR9Dw2UFTd5ZheC1z9Dl0BXxVGEt1+RZ/Gwt3v7JAHPEtx17MTvdW+2Yu0L31 9B0wRbnG4OQ9akimeLva3Q== 0001005477-01-001288.txt : 20010224 0001005477-01-001288.hdr.sgml : 20010224 ACCESSION NUMBER: 0001005477-01-001288 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20001206 ITEM INFORMATION: FILED AS OF DATE: 20010220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AUTOINFO INC CENTRAL INDEX KEY: 0000351017 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 132867481 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 001-11497 FILM NUMBER: 1549813 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 8-K/A 1 0001.txt FORM 8-K/A ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 6, 2000 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 incorporation or organization) Identification No.) PO Box 4383 Stamford, CT 06907-0383 (Address of principal executive offices) Registrant's telephone number, including area code: (203) 595-0005 The Registrant hereby amends its report on Form 8-K to include the following financial statements: Item 7: Financial Statements, Pro Forma Information (a) Audited Financial Statements of Sunteck Transport Co., Inc. 1. Independent Auditor's Report 2. Balance Sheets as of December 31, 1999 and 1998 3. Statements of Operations for the years ended December 31, 1999 and 1998 and for the Period October 21, 1997 (Inception) to December 31,1997 4. Statement of Shareholder's Equity for the Years Ended December 31, 1999 and 1998 and for the Period October 21, 1997 (Inception) to December 31,1997 5. Statements of Cash Flows for the Years Ended December 31, 1999 and 1998 and for the Period October 21, 1997 (Inception) to December 31,1997 6. Notes to Financial Statements (b) Unaudited Financial Statements of Sunteck Transport Co., Inc. 1. Balance Sheet as of September 30, 2000 2. Statements of Operations for the Nine Months Ended September 30, 2000 and 1999 3. Statements of Cash Flow for the Nine Months Ended September 30, 2000 and 1999 4. Note to Financial Statements (c) Unaudited Pro Forma Consolidated Financial Information of AutoInfo, Inc. 1. Condensed Pro Forma Consolidated Balance Sheet as of September 30, 2000 2. Condensed Pro Forma Consolidated Statement of Operations for the Year Ended December 31, 1999 3. Condensed Pro Forma Consolidated Statement of Operations for the Nine Months Ended September 30, 2000 4. Notes to Condensed Pro Forma Consolidated Financial Statements SUNTECK TRANSPORT CO., INC. FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 AND FOR THE PERIOD OCTOBER 21, 1997 (INCEPTION) TO DECEMBER 31, 1997 SUNTECK TRANSPORT CO., INC. FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 AND FOR THE PERIOD OCTOBER 21, 1997 (INCEPTION) TO DECEMBER 31, 1997 INDEX TO FINANCIAL STATEMENTS Report of Independent Public Accountants 3 Balance Sheets as of December 31, 1999 and 1998 4 Statements of Operations for the Years Ended December 31, 1999 and 1998 and for the Period October 21, 1997 (Inception) December 31,1997 5 Statements of Shareholders' Equity for the Years Ended December 31, 1999 and 1998 and for the Period October 21, 1997 (Inception) to December 31,1997 6 Statements of Cash Flows for the Years Ended December 31, 1999 and 1998 and for the Period October 21, 1997 (Inception) to December 31,1997 7 Notes to Financial Statements 8-10 2 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Shareholders AutoInfo, Inc. Stamford, Connecticut We have audited the accompanying balance sheets of Sunteck Transport Co., Inc. as of December 31, 1999 and 1998, and the related statements of operations and shareholder's equity and cash flows for each of the three years in the period ended December 31, 1999. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. 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 audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Sunteck Transport Co., Inc. as of December 31, 1999 and 1998 and the results of its operations and its cash flows for each of the three years in the period ended December 31, 1999 in conformity with accounting principles generally accepted in the United States of America. DWORKEN, HILLMAN, LAMORTE & STERCZALA, P.C. February 13, 2001 Bridgeport, Connecticut 3 SUNTECK TRANSPORT CO., INC. BALANCE SHEETS AS OF DECEMBER 31, 1999 AND 1998
1999 1998 ----------------------- Assets Current assets Cash $ 51,787 $ 41,467 Short-term investments (Note 2) 36,500 -- Accounts receivable, net of provision for doubtful accounts of $10,000 and $23,000 as of December 31, 1999 and 1998, respectively 428,483 376,428 ----------------------- Total current assets 516,770 417,895 Other assets 13,239 10,000 ----------------------- $ 530,009 $ 427,895 ======================= Current liabilities Accounts payable and accrued expenses $ 465,844 $ 369,801 Loan from shareholder -- 70,086 ----------------------- Total current liabilities 465,844 439,887 ----------------------- Shareholder's equity Common Stock - authorized 1,000 shares no par value; issued and outstanding 100 shares at December 31, 1999 and 1998, respectively 1,000 1,000 Retained earnings (deficit) 63,165 (12,992) ----------------------- Total shareholder's equity 64,165 (11,992) ----------------------- $ 530,009 $ 427,895 =======================
See Accompanying Notes to Financial Statements 4 SUNTECK TRANSPORT CO., INC. STATEMENTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 AND FOR THE PERIOD OCTOBER 21, 1997 (INCEPTION) TO DECEMBER 31, 1997
1999 1998 1997 Net revenues $ 3,457,079 $ 2,388,402 $ 383,517 -------------------------------------------- Cost and expenses: Direct freight 2,616,303 1,690,573 264,246 Commissions 262,614 365,606 91,323 Salaries and benefits 376,509 244,420 -- Selling and administrative 160,232 89,806 38,937 -------------------------------------------- Total cost and expenses 3,415,658 2,390,405 394,506 -------------------------------------------- Income (loss) from operations 41,421 (2,003) (10,989) Gain on sale of securities 42,814 -- -- Unrealized holding gain 7,672 -- -- -------------------------------------------- Income (loss) before provision for income taxes 91,907 (2,003) (10,989) Provision for income taxes 15,750 -- -- -------------------------------------------- Net income (loss) $ 76,157 $ (2,003) $ (10,989) ============================================ Basic and diluted earnings (loss) per share $ 761.57 $ (20.03) $ (109.89) ============================================ Weighted average number of common shares outstanding 100 100 100 ============================================
See Accompanying Notes to Financial Statements 5 SUNTECK TRANSPORT CO., INC. STATEMENT OF SHAREHOLDER'S EQUITY FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 AND FOR THE PERIOD OCTOBER 21, 1997 (INCEPTION) TO DECEMBER 31, 1997 Shares of Common Stock Retained Earnings Outstanding Common Stock (Deficit) Balance at inception -- $ -- $ -- Common shares issued 100 1,000 Net (loss) (10,989) ---------------------------------------- Balance, December 31, 1997 100 1,000 (10,989) Net (loss) (2,003) ---------------------------------------- Balance, December 31, 1998 100 1,000 (12,992) Net income 76,157 ---------------------------------------- Balance, December 31, 1999 100 $ 1,000 $ 63,165 ======================================== See Accompanying Notes to Financial Statements 6 SUNTECK TRANSPORT CO., INC. STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 AND FOR THE PERIOD OCTOBER 21, 1997 (INCEPTION) TO DECEMBER 31, 1997
1999 1998 1997 --------- --------- --------- Net income (loss) $ 76,157 $ (2,003) $ (10,989) Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Gain on sale of securities (42,814) -- -- Unrealized holding gain (7,672) -- -- Changes in assets and liabilities: Accounts receivable (52,055) (217,971) (158,457) Other assets (3,239) -- (10,000) Accounts payable and accrued expenses 96,043 254,172 115,629 --------- --------- --------- Net cash provided by (used in) operating activities 66,420 34,198 (63,817) --------- --------- --------- Cash flows from investing activities: Purchases of short-term investments (40,391) -- -- Redemption of short-term investments 54,377 -- -- --------- --------- --------- Net cash provided by investing activities 13,986 -- -- --------- --------- --------- Cash flows from financing activities: Changes in advances from officer (70,086) (42,177) 112,263 Issuance of common stock -- -- 1,000 --------- --------- --------- Net cash provided by (used in) financing activities (70,086) (42,177) 113,263 --------- --------- --------- Net increase (decrease) in cash 10,320 (7,979) 49,446 Cash balance, beginning of year 41,467 49,446 -- --------- --------- --------- Cash balance, end of year $ 51,787 $ 41,467 $ 49,446 ========= ========= =========
See Accompanying Notes to Financial Statements 7 SUNTECK TRANSPORT CO., INC. NOTES TO FINANCIAL STATEMENTS Note 1 - Business and Summary of Significant Accounting Policies Business Sunteck Transport Co., Inc. (the "Company") was formed on October 21, 1997. Since inception, the Company has been a non-asset based supply chain logistics company providing ground transportation coast to coast, warehousing, air freight, rail and ocean freight services. Summary of Significant Accounting Policies Basis of Presentation The financial statements of the Company have been prepared using the accrual basis of accounting under generally accepted accounting principles ("GAAP"). Revenue Recognition The Company recognizes revenues at the time goods are picked up at the customers' location. Provision for Doubtful Accounts The Company has established an allowance for doubtful accounts based upon historical trends. Income (Loss) Per Share Basic income (loss) per share is based on net income (loss) divided by the weighted average number of common shares outstanding. There were no common stock equivalents outstanding during the years ended December 31, 1999, 1998, and during the period October 21, 1997 (inception) to December 31, 1997. 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. 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. 8 Note 2 - Short-Term Investments At December 31, 1999, short-term investments are trading securities and are reported at fair market value. Gains and losses on disposition of securities are recognized on the specific identification method in the period in which they occur. Unrealized holding gains and losses on trading securities based upon the fair market value as of the balance sheet date, if material, would be included in earnings in the period in which they occur. Gains on dispositions of securities amounted to $42,814 for the year ended December 31, 1999. Unrealized holding gains as of December 31, 1999 amounted to $7,672. There were no gains and losses arising from the disposition of marketable securities or unrealized gains and losses for the years ended December 31, 1998 and for the period October 21, 1997 (inception) to December 31, 1997. Note 3 - Accounts Receivable and Concentration of Credit Risk The Company's financial instruments subject to credit risk are primarily trade accounts receivable. During the years ended December 31, 1999 and 1998 and for the period October 21, 1997 (inception) to December 31, 1997, no one customer accounted for more than 10% of the Company's total sales. In addition, the Company's credit risks are limited due to the dispersion of a majority of the Company's customers across different industries. Note 4 - Loan From Shareholder The loan outstanding of $70,086 as of December 31, 1998 represents a non-interest bearing loan. Note 5 - Income Taxes For the years ended December 31, 1999, 1998 and for the period from inception to December 31, 1997, the provision (benefit) for income taxes consisted of the following: Years Ended December 31, ------------------------------- 1999 1998 1997 ------- ---- ---- Federal $11,831 $ -- $ -- State 3,919 -- -- ------- ---- ---- Income tax expense $15,750 $ -- $ -- ======= ==== ==== The following table reconciles the Company's effective income tax rate to the Federal statutory rate for the years ended December 31, 1999, 1998 and 1997: Years Ended December 31, ----------------------------- 1999 1998 1997 ----- ----- ----- Federal statutory rate 34.0% (34.0)% (34.0)% Effect of: Non-taxable income (3.0) Tax loss carryovers (5.0) Tax rates (12.6) 34.0 34.0 ----- ----- ----- 13.4% 0% 0% ===== ===== ===== The Company paid no income taxes for the years ended December 31, 1999 and 1998 and the period October 21, 1997 (inception) to December 31, 1997. 9 Note 5 - Commitments and Contingencies Leases The Company is not presently obligated under any non-cancelable operating leases. Rent expense for the years ended December 31, 1999, 1998 and for the period October 21, 1997 (inception) to December 31, 1997 was approximately $10,000, $10,000 and $3,000, respectively. Note 6 - Fair Value of Financial Instruments The following disclosures of fair value were determined by management using available market information and appropriate valuation methodologies. Considerable judgment is necessary to interpret market data and develop estimated fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize on disposition of the financial instruments. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts. Cash and accounts receivable and accounts payable and accrued liabilities are carried at amounts which reasonably approximate fair value. Although management is not aware of any factors that would significantly affect the estimated fair value amounts, such amounts have not been comprehensively revalued for the purposes of these consolidated financial statements since that date and current estimates of fair value may differ significantly from the amounts presented herein. 10 SUNTECK TRANSPORT CO., INC. FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 (Unaudited) SUNTECK TRANSPORT CO., INC. FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 INDEX TO FINANCIAL STATEMENTS (Unaudited) Balance Sheet as of September 30, 2000 3 Statements of Operations for the Nine Months Ended September 30, 2000 and 1999 4 Statements of Cash Flows for the Nine Months Ended September 30, 2000 and 1999 5 Note to Financial Statements 6 2 SUNTECK TRANSPORT CO., INC. BALANCE SHEET AS OF SEPTEMBER 30, 2000 (Unaudited) Assets Current assets Cash $ 80,266 Accounts receivable, net of provision for doubtful accounts of $10,000 419,243 Other current assets 1,283 -------- Total current assets 500,792 Other assets 12,566 -------- $513,358 ======== Current liabilities Accounts payable and accrued expenses $452,774 Loan from shareholder 27,559 -------- Total current liabilities 480,333 -------- Shareholder's equity Common Stock - authorized 1,000 shares no par value; issued and outstanding 100 shares 1,000 Retained earnings 32,025 -------- Total shareholder's equity 33,025 -------- $513,358 ======== 3 SUNTECK TRANSPORT CO., INC. STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 (Unaudited) 2000 1999 Net revenues $ 2,205,132 $ 2,696,935 ---------------------------- Cost and expenses: Direct freight 1,600,605 2,031,720 Commissions 233,668 198,323 Salaries and benefits 227,493 284,618 Selling and administrative 161,711 128,985 ---------------------------- Total cost and expenses 2,223,477 2,643,646 ---------------------------- Income (loss) from operations (18,345) 53,289 Loss on sale of securities (10,187) -- Unrealized holding loss (7,672) -- ---------------------------- Income (loss) before provision for income taxes (36,204) 53,289 Provision for income tax expense (benefit) (5,614) 8,282 ---------------------------- Net income (loss) $ (30,590) $ 45,007 ============================ Basic and diluted earnings (loss) per share $ (305.90) $ 450.07 ============================ Weighted average number of common shares outstanding 100 100 ============================ 4 SUNTECK TRANSPORT CO., INC. STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 (Unaudited) 2000 1999 ----------------------- Net income (loss) $(30,590) $ 45,007 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Loss on sale of securities 10,187 -- Unrealized holding loss 7,672 -- Changes in assets and liabilities: Accounts receivable 9,240 (60,329) Other assets (610) -- Accounts payable and accrued expenses (13,070) 92,720 ----------------------- Net cash provided by (used in) operating activities (17,171) 77,398 ----------------------- Cash flows from investing activities: Purchases of short-term investments (46,125) (11,572) Redemption of short-term investments 64,216 -- ----------------------- Net cash provided by (used in) investing activities 18,091 (11,572) ----------------------- Cash flows from financing activities: Changes in advances from officer 27,559 (29,977) ----------------------- Net cash provided by (used in) financing activities 27,559 (29,977) ----------------------- Net increase (decrease) in cash 28,479 35,849 Cash balance, beginning of year 51,787 41,467 ----------------------- Cash balance, end of year $ 80,266 $ 77,316 ======================= 5 SUNTECK TRANSPORT CO., INC. NOTE TO FINANCIAL STATEMENTS The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and the instructions for Form 8-K and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments consisting of normal recurring accruals considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 2000 and 1999 are not necessarily indicative of the results that may be expected for a full fiscal year. For further information, refer to the financial statement and footnotes thereto included in the Company's accompanying report on Form 8-K/A for the years ended December 31, 1999, 1998 and for the period October 21, 1997 (Inception) to December 31, 1997. 6 AUTOINFO, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS INDEX TO FINANCIAL STATEMENTS Unaudited Pro Forma Condensed Consolidated Balance Sheet as of September 30, 2000 2 Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Year Ended December 31, 1999 3 Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Nine Months Ended September 30, 2000 4 Notes to the Unaudited Pro Forma Condensed Consolidated Financial Statements 5 1 AUTOINFO, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 30, 2000
Historical Historical AutoInfo Sunteck Adjustments Pro Forma ------------ ------------ ------------ ------------ (1) (1)(2) Assets Current assets Cash $ 528,183 $ 80,266 $ 288,771 $ 897,220 Short-term investments 232,800 232,800 Accounts receivable 419,243 419,243 Other assets 7,074 13,849 20,923 ------------ ------------ ------------ ------------ Total current assets 768,057 513,358 288,771 1,570,186 ------------ ------------ ------------ ------------ $ 768,057 $ 513,358 $ 288,771 $ 1,570,186 ============ ============ ============ ============ Liabilities and stockholders' equity Current liabilities Accounts payable and accrued liabilities $ 2,020,843 $ 480,333 $ (1,929,403) $ 571,773 ------------ ------------ ------------ ------------ Total current liabilities 2,020,843 480,333 (1,929,403) 571,773 Long-term debt 9,393,572 (8,818,572) 575,000 Stockholders' equity (10,646,358) 33,025 11,036,746 423,413 ------------ ------------ ------------ ------------ $ 768,057 $ 513,358 $ 288,771 $ 1,570,186 ============ ============ ============ ============
See Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements 2 AUTOINFO, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 1999
Historical Historical AutoInfo Sunteck Adjustments Pro Forma ------------ ------------ ----------- ------------ (A) (B) Revenues Net revenues $ -- $ 3,457,079 $ 3,457,079 Investment income 95,734 -- 95,734 ------------ ------------ ------------ Total revenues 95,734 3,457,079 3,552,813 ------------ ------------ ------------ Costs and expenses Direct freight costs 2,616,303 2,616,303 Operating expenses 784,770 799,355 $ (175,970) 1,408,155 Interest expense 954,101 (865,800) 88,301 Reorganization expense 204,459 204,459 Depreciation 19,266 19,266 Loss (gain) on sale of short-term investments 45,632 (42,814) 2,818 Net unrealized holding loss (gain) 79,800 (7,672) 72,128 Investment in subsidiary (741,679) -- (741,679) ------------ ------------ ----------- ------------ Total costs and expenses 1,346,349 3,365,172 (1,041,770) 3,669,751 ------------ ------------ ----------- ------------ Income (loss) from operations (1,250,615) 91,907 (1,041,770) (116,938) Provision for income taxes (benefit) (141,532) 15,750 (15,750) (141,532) ------------ ------------ ----------- ------------ Net income (loss) $ (1,109,083) $ 76,157 $(1,057,520) $ 24,594 ============ ============ =========== ============ Basic and diluted earnings (loss) per share $ (.14) $ .00 Weighted average number of shares outstanding 7,756,953 27,297,923
See Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements AUTOINFO, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000
Historical Historical AutoInfo Sunteck Adjustments Pro Forma ------------ ------------ ----------- ------------ (A) (B) Revenues Net revenues $ -- $ 2,205,132 $ 2,205,132 Investment income 42,824 -- 42,824 ------------ ------------ ------------ Total revenues 42,824 2,205,132 2,247,956 ------------ ------------ ------------ Costs and expenses Direct freight costs 1,600,605 1,600,605 Operating expenses 322,796 622,872 945,668 Interest expense 701,100 $ (649,350) 51,750 Reorganization expense 93,344 93,344 Loss (gain) on sale of short-term investments 4,888 10,187 15,075 Net unrealized holding loss (gain) (79,800) 7,672 (72,128) ------------ ------------ ------------ ------------ Total costs and expenses 1,042,328 2,241,336 (649,350) 2,634,314 ------------ ------------ ------------ ------------ Income (loss) from operations (999,504) (36,204) 649,350 (386,358) Provision for income taxes (benefit) -- (5,614) 5,614 -- ------------ ------------ ------------ ------------ Net income (loss) $ (999,504) $ (30,590) $ 643,736 $ (386,358) ============ ============ ============ ============ Basic and diluted earnings (loss) per share $ (.13) $ (.01) Weighted average number of shares outstanding 7,756,953 27,297,923
See Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements AUTOINFO, INC. NOTES TO THE UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AT SEPTEMBER 30, 2000 AND FOR THE YEAR ENDED DECEMBER 31, 1999 AND THE NINE MONTHS ENDED SEPTEMBER 30, 2000 Balance Sheet (1) To record the historical Balance Sheet of the acquired business, accounted for as a pooling of interest, as of December 6, 2000 and the use of Cash, and the satisfaction of liabilities pursuant to the Company's Chapter 11 Reorganization Plan. (2) To record Cash of $575,000 from the issuance of 10 year convertible subordinated debentures. Statement of Operations (A) To record the Revenue and Costs and expenses of the acquired business, accounted for as a pooling of interest, for the period January 1, 1999 to September 30, 2000. (B) To eliminate interest expense on subordinated debt and other liabilities satisfied pursuant to the Company's Chapter 11 Reorganization Plan, and the Provision for income taxes (benefit) based upon the availability and use of the Company's tax loss carryforward. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly filed this report to be signed and dated on its behalf by the undersigned hereunto duly authorized. AutoInfo, Inc. Date: February 16, 2001 By: /s/ WILLIAM I. WUNDERLICH ---------------------------------------- William I. Wunderlich, Chief Financial Officer 6 -----END PRIVACY-ENHANCED MESSAGE-----