UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
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QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2002
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TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT |
For the transition period from to
Commission file number 001-15789
STRATUS SERVICES GROUP, INC.
(Exact name of Registrant as specified in its charter)
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Delaware |
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22-3499261 |
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(State of other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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500 Craig Road, Suite 201, Manalapan, New Jersey 07726 |
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(Address of principal executive offices) |
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(732) 866-0300 |
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(Issuer’s telephone number) |
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(Former name, former address and former fiscal year, if changed since last report) |
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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 ý No o
As of August 14, 2002, 11,522,567 shares of the Registrant’s common stock were outstanding.
STRATUS SERVICES GROUP, INC.
Condensed Balance Sheets
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June 30, |
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September 30, |
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(Unaudited) |
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Assets |
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Current assets |
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Cash and cash equivalents |
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$ |
42,285 |
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$ |
171,822 |
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Accounts receivable – less allowance for doubtful accounts of $1,292,000 and $551,000 |
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8,994,621 |
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8,540,112 |
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Unbilled receivables |
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1,606,255 |
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1,566,417 |
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Other receivables |
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250,000 |
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¾ |
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Prepaid insurance |
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2,744,049 |
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1,436,278 |
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Investment |
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¾ |
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1,166,046 |
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Prepaid expenses and other current assets |
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94,739 |
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77,146 |
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Net assets of discontinued Engineering Division |
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¾ |
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199,610 |
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13,731,949 |
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13,157,431 |
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Property and equipment, net of accumulated depreciation |
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1,364,670 |
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1,427,216 |
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Intangible assets, net of accumulated amortization |
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8,334,434 |
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7,078,428 |
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Deferred financing costs, net of accumulated amortization |
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6,170 |
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454,878 |
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Other assets |
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129,646 |
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150,205 |
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$ |
23,566,869 |
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$ |
22,268,158 |
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Liabilities and Stockholders’ Equity |
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Current liabilities |
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Loans payable (current portion) |
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$ |
481,565 |
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$ |
347,289 |
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Notes payable – acquisitions (current portion) |
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1,083,209 |
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1,110,726 |
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Line of credit |
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7,243,129 |
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7,306,581 |
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Cash overdraft |
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872,234 |
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¾ |
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Insurance obligation payable |
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220,791 |
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549,460 |
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Accounts payable and accrued expenses |
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5,103,691 |
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3,421,796 |
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Accrued payroll and taxes |
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1,542,221 |
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1,461,738 |
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Payroll taxes payable |
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958,186 |
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306,230 |
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17,505,126 |
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14,503,820 |
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Loans payable (net of current portion) |
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253,371 |
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291,243 |
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Notes payable – acquisition (net of current portion) |
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2,043,021 |
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1,403,847 |
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Convertible debt |
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40,000 |
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1,125,399 |
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19,841,518 |
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17,324,309 |
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Series A voting redeemable convertible stock, $.01 par value, 1,458,933 shares issued and outstanding, liquidation preference of $4,376,799 (including unpaid dividends of $39,000) |
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¾ |
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2,792,000 |
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Temporary equity – put options |
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823,000 |
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869,000 |
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Commitments and contingencies |
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Stockholders’ equity |
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Preferred stock, $.01 par value, 5,000,000 shares authorized |
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Series A voting redeemable convertible preferred stock, $.01 par value,1,458,933 shares issued and outstanding, liquidation preference of $4,376,799 (including unpaid dividends of $270,000) |
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3,168,000 |
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¾ |
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Series B non-voting convertible preferred stock, $.01 par value, 500,000 shares authorized, 172,300 and -0- shares issued and outstanding, liquidation preference of $861,500 (including unpaid dividends of $16,110) |
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823,609 |
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¾ |
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Common stock, $.01 par value, 25,000,000 shares authorized, 11,522,567 and 8,217,764 shares issued and outstanding |
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115,226 |
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82,178 |
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Additional paid-in capital |
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13,018,403 |
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11,992,685 |
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Accumulated deficit |
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(14,222,887 |
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(9,592,014 |
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Accumulated other comprehensive loss |
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¾ |
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(1,200,000 |
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Total Stockholders’ equity |
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2,902,351 |
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1,282,849 |
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$ |
23,566,869 |
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$ |
22,268,158 |
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See notes to condensed financial statements.
2
STRATUS SERVICES GROUP, INC.
Condensed Statements of Operations
(Unaudited)
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Three
Months Ended |
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Nine
Months Ended |
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2002 |
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2001 |
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2002 |
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2001 |
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Revenues |
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$ |
19,269,395 |
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$ |
12,692,761 |
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$ |
51,568,047 |
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$ |
42,491,647 |
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Cost of revenues |
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16,387,222 |
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10,494,834 |
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43,343,294 |
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34,007,322 |
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Gross profit |
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2,882,173 |
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2,197,927 |
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8,224,753 |
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8,484,325 |
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Selling, general and administrative expenses |
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4,337,929 |
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2,920,765 |
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10,535,246 |
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10,180,337 |
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Loss on impairment of goodwill |
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100,000 |
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¾ |
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100,000 |
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¾ |
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Other charges |
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103,226 |
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144,417 |
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103,226 |
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144,417 |
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(Loss) from continuing operations |
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