UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended June 30, 2003 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
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Commission File Number: 000-28-559 |
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Universal Access Global Holdings Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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36-4408076 |
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(State or other jurisdiction of |
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(I.R.S. Employer |
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233 S. Wacker Drive, Suite 600 |
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60606 |
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(Address of principal executive offices) |
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(Zip Code) |
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(312) 660-5000 |
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(Registrant’s telephone number, including area code) |
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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
Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Rule 12b-2). Yes o No ý
The number of shares outstanding of the issuer’s common stock, par value $0.01, as of July 31, 2003 was 11,440,358 shares.
Universal Access Global Holdings Inc.
Form 10-Q
Table of Contents
2
UNIVERSAL ACCESS GLOBAL HOLDINGS INC. AND
SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE
SHEETS
(in thousands, except per share data)
(Unaudited)
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June 30, |
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December 31, |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
10,548 |
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$ |
12,353 |
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Accounts receivable, less allowance for doubtful accounts of $1,552 and $1,728 |
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4,852 |
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4,566 |
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Prepaid expenses and other current assets |
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4,170 |
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2,674 |
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Total current assets |
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19,570 |
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19,593 |
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Restricted cash |
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2,058 |
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3,900 |
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Property and equipment, net |
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14,723 |
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20,617 |
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Other long-term assets |
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2,265 |
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2,607 |
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Total assets |
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$ |
38,616 |
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$ |
46,717 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) |
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Current liabilities: |
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Accounts payable |
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$ |
2,533 |
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$ |
2,382 |
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Non-income tax payable |
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1,548 |
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1,071 |
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Accrued carrier expenses |
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12,083 |
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15,611 |
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Accrued expenses and other current liabilities |
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1,654 |
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2,051 |
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Unearned revenue |
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9,571 |
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9,813 |
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Short-term notes payable |
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5,000 |
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0 |
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Short-term restructuring liability |
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765 |
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773 |
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Total current liabilities |
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33,154 |
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31,701 |
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Security deposits payable |
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1,892 |
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1,859 |
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Restructuring liability |
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3,892 |
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4,274 |
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Total liabilities |
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38,938 |
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37,834 |
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Commitments and contingencies (Note 7) |
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Stockholders’ equity (deficit): |
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Common stock, $.01 par value; 50,000,000 shares authorized; 4,917,061 and 4,958,968 shares issued and outstanding at June 30, 2003 and December 31, 2002, respectively |
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49 |
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50 |
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Common stock warrants |
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129 |
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129 |
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Additional paid-in-capital |
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282,584 |
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284,107 |
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Deferred stock plan compensation |
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(1,549 |
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(3,010 |
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Accumulated deficit |
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(281,022 |
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(271,793 |
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Accumulated other comprehensive income |
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43 |
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40 |
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Notes receivable—employees |
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(556 |
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(640 |
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Total stockholders’ equity (deficit) |
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(322 |
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8,883 |
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Total liabilities and stockholders’ equity (deficit) |
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$ |
38,616 |
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$ |
46,717 |
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3
UNIVERSAL ACCESS GLOBAL HOLDINGS INC. AND
SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS
OF OPERATIONS
(in thousands, except per share data)
(unaudited)
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Three Months Ended |
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Six Months Ended |
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2003 |
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2002 |
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2003 |
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2002 |
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Revenues |
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$ |
18,591 |
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$ |
24,113 |
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$ |
37,742 |
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$ |
53,193 |
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Costs and expenses: |
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Cost of circuit access (exclusive of depreciation shown below) |
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12,579 |
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20,151 |
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25,332 |
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41,354 |
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Operations & administration (excluding stock plan compensation) |
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6,542 |
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19,748 |
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