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ASVP.OB > SEC Filings for ASVP.OB > Form 10-Q on 14-May-2009All Recent SEC Filings

Show all filings for AMERICAN TONERSERV CORP. | Request a Trial to NEW EDGAR Online Pro

Form 10-Q for AMERICAN TONERSERV CORP.


14-May-2009

Quarterly Report


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

This Report contains statements that may contain forward-looking statements, concerning the Registrant's future operations and planned future acquisitions and other matters and the Registrant intends that such forward-looking statements be subject to the safe harbors for such statements. Any statements that involve discussions with respect to predictions, expectations, belief, plans, projections, objectives, assumptions or future events or performance (often, but not always, using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "estimates" or "intends", or stating that certain actions, events or results "may", could", "might", or "will" be taken to occur or be achieved) are not statements of historical fact and may be "forward looking statements". These forward-looking statements include statements relating to, among other things, the ability of the Registrant to continue as a going concern.

The Company cautions readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Such forward-looking statements are based on the beliefs and estimates of the Company's management as well as on assumptions made by and information currently available to the Company at the time such statements were made. Forward looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ from those reflected in the forward looking statements, including, without limitation, the failure to obtain adequate financing on a timely basis. Actual results could differ materially from those projected in the forward-looking statements, either as a result of the matters set forth or incorporated in this Report generally and certain economic and business factors, some of which may be beyond the control of the Registrant. Additional risks and uncertainties that may affect forward-looking statements about the Company's business and prospects include adverse economic conditions, inadequate capital, unexpected costs, and other factors which could have an immediate and material adverse effect. The Company disclaims any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

The following discussion and analysis of the results of operations and financial condition of the Company should be read in conjunction with the audited financial statements for the period ended December 31, 2008 and the related notes, contained in the Company's Annual Report on Form 10-K and in conjunction with the unaudited financial statements and notes thereto appearing elsewhere in this Form 10-Q.

Three Months Ended March 31, 2009 and 2008

Revenue. Revenue for the three months ended March 31, 2009 ("Q1 2009") was $6,376,115 as compared to $2,689,679 for the three month period ended March 31, 2008 ("Q1 2008"). The increase in revenue in Q1 2009 was primarily due to the revenue brought on through the acquisition of iPrint Technologies, LLC, ("iPrint") which occurred on October 31, 2008. Revenues from the sale of toner cartridges increased by $3,047,365 for three months ended March 31, 2009 compared to the same period in 2008 due to the revenue associated with the acquisition of iPrint. Revenues from service increased by $639,071 for the three months ended March 31, 2009 compared to the same period in 2008


primarily due to increased service contract revenue associated with our Tonertype and Optima operations.

Gross Profit. Gross profit for Q1 2009 increased to $1,981,405 from $895,089 in Q1 2008. The gross profit margin in Q1 2009 was 31.1% compared to a gross profit margin for Q1 2008 of 33.3% . The Company's gross margins decreased compared to Q1 2008 due to the lower margins associated with sales to customers acquired from iPrint which have a high concentration of OEM cartridge sales.

Salaries and Wages. Salaries and wages expenses were $ 877,569 for Q1 2009 compared to $ 673,936 in Q1 2008. The Q1 2009 increase was due to the increase in employees due to the iPrint acquisition.

Professional Fees and Services. Professional fees and services expenses were $288,657 in Q1 2009 compared to $584,882 in Q1 2008. This decrease was primarily due to the decreased use of financial advisors to assist in capital raising efforts and investment banking services.

Sales and Marketing. Sales and marketing expenses were $489,752 for Q1 2009 compared to $ 193,221 in Q1 2008. The increase in Q1 2009 was primarily due to the additional sales personnel hired through the acquisition of iPrint, increased commissions paid out and the increased use of Independent Sales Providers in 2009.

General and Administrative. General and administrative expenses were $487,280 in Q1 2009 as compared to $ 335,241 in Q1 2008. General and Administrative expenses increased due to the overhead associated with the operations of iPrint offset by cost reductions at all operating locations.

Amortization Expense. Amortization expense was $172,181 in Q1 2009 as compared to $151,977 in Q1 2008. The increase was due to the acquisition of assets from iPrint in October 2008 offset by a reduction in amortization from the Tonertype customer list which was re-valued in December 2008.

Other (Expense) Income. During the three month period ended March 31, 2009, there was an increase of $194,959 in interest expense as compared to three month period ended March 31, 2008 as a result of the issuance of notes in connection with the iPrint acquisition in 2008 and the issuance of notes in a private offering. There was an increase in income related to the change in fair value of warrant liabilities of $414,139 for Q1 2009 versus Q1 2008 due to the decrease in the Company's stock price that is used to value the warrants.

Net Loss from operations. The net loss from operations for the three months ended March 31, 2009 was $334,034 compared to a net loss of $1,044,168 for the three months ended March 31, 2008. The decrease in the net loss of $710,134 for Q1 2009 was primarily related to the effect of the iPrint acquisition and improved operational efficiencies.

Net Loss. The net loss for the three months ended March 31, 2009 was $277,614 compared to a net loss of $ 1,197,116 for the three months ended March 31, 2009. The decrease in the net loss over the prior year was primarily related to the increased gross profit from the acquisition of iPrint along with the implementation of cost cutting measures and improved operational efficiencies being achieved in the Company's Tonertype facility.


The Company believes that it will continue to have net losses for the foreseeable future due to the amortization of customer lists from acquisitions and other non- cash related expenses.

Net Loss per Share. The net loss per share in Q1 2009 was less than $0.01 compared to a net loss of $ 0.02 in Q1 2008. The decrease in the net loss per share was primarily due to the acquisition of iPrint and an increased number of shares of common stock outstanding which occurred during the last six months of 2008.

EBITDA. EBITDA for Q1 2009 was $303,937 compared to an EBITDA of $(844,500) for Q1 2008. The $1,148,437 improvement in EBITDA was primarily the result of the iPrint acquisition, the implementation of cost cutting measures and improved operational efficiencies. An increase in other income related to the change in fair value of warrant liabilities of $ 414,139 for Q1 2009 versus Q1 2008 also impacted this number positively.

Adjusted EBITDA. Adjusted EBITDA for Q1 2009 was $13,503 compared to an Adjusted EBITDA of $(435,947) for Q1 2008. This increase of $442,752 was primarily the result of the iPrint acquisition, the implementation of cost cutting measures and improved operational efficiencies.

Non-GAAP Measures:

EBITDA and Adjusted EBITDA presented in this report are a supplemental measure of our performance that is not required by or presented in accordance with GAAP. These measures are not a measurement of our financial performance under GAAP and should not be considered as alternatives to net income, income from operations, or any other performance measures derived in accordance with GAAP or as an alternative to cash flow from operating, investing or financing activities as a measure of our liquidity.

EBITDA represents net income before interest, taxes, depreciation and amortization. Adjusted EBITDA represents net income before interest, taxes, depreciation, amortization and other non-cash related expenditures. We present EBITDA and Adjusted EBITDA because we consider them important supplemental measures of our performance and liquidity. We believe investors may also find these measures meaningful, given how our management makes use of them. The following is a discussion of our use of these measures.

We use EBITDA and Adjusted EBITDA to measure and compare the performance of our Company. We also use EBITDA and Adjusted EBITDA to measure performance for determining division-level compensation. We also use EBITDA and Adjusted EBITDA as a measurement to manage cash flow from our divisions to the corporate level and to determine the financial health of each division. We also use EBITDA and Adjusted EBITDA to evaluate potential acquisitions and to evaluate whether to incur capital expenditures.

EBITDA and Adjusted EBITDA have limitations as an analytical tool, and you should not consider them in isolation, or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are as follows:

* They do not reflect our cash expenditures, or future requirements for capital expenditures and contractual commitments;

* They do not reflect changes in, or cash requirements for, our working capital needs;



* They do not reflect the interest expense, or the cash requirements necessary to service interest or principal payments on our debt;

* Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA and Adjusted EBITDA do not reflect any cash requirements for such replacements; and

* Other companies, including companies in our industry, may calculate these measures differently than we do, limiting their usefulness as comparative measures.

Because of these limitations, EBITDA and Adjusted EBITDA should not be considered as measures of discretionary cash available to us to invest in business growth or to reduce our indebtedness. We compensate for these limitations by relying primarily on our GAAP results and using EBITDA only as supplements.

We have presented EBITDA and Adjusted EBITDA for the three months ended March 31, 2009 and 2008 to reflect the exclusion of all stock related compensation and gain or loss recognized on the fair value of convertible debt and other one -time expenditures. This presentation facilitates a meaningful comparison of our operating results for the three months ended March 31, 2009 and 2008.

The following is a reconciliation of cash flows provided by operating activities to EBIT, EBITDA, and net loss:

                                 Three Months Ended March 31,
                                  2009                 2008
Cash flows used in
 operating activities        $    (336,380 )    $       (635,225 )
Changes in operating
 assets and liabilities             89,895               102,436
Non-cash expenses,
 including depreciation and
 amortization                      (31,129 )            (664,327 )
Interest expense, net              363,400               168,441

EBIT                                85,786            (1,028,675 )
Depreciation and
 amortization                      218,151               184,175

EBITDA                             303,937              (844,500 )
Interest expense                  (363,400 )            (168,441 )
Depreciation and
 amortization                     (218,151 )            (184,175 )

Net loss                     $    (277,614 )    $     (1,197,116 )


The following is a reconciliation of net loss to EBITDA:

                           Three Months Ended March 31,
                            2009                 2008
Net loss               $    (277,614 )    $     (1,197,116 )
Interest expense, net        363,400               168,441

EBIT                          85,786            (1,028,675 )
Depreciation and
amortization                 218,151               184,175
EBITDA                 $     303,937      $       (844,500 )

The following is a reconciliation of net EBITDA to Adjusted EBITDA; which excludes all non-cash items; one time expenditures and stock related compensation:

                                Three Months Ended March 31,
                                  2009                2008
EBITDA                      $      303,937      $     (844,500 )
Stock related
     compensation                  112,453             404,983

Fair value of
     conversion feature of
     convertible debt                    -             (12,500 )
Fair value of warrant
     liabilities                  (417,066 )            (2,927 )
Bad debt allowance
     for entities                        -              32,500

Acquisition Costs                   14,179                   -

ADJUSTED EBITDA             $       13,503      $     (422,444 )

Liquidity and Capital Resources

At March 31, 2009, the Company had a working capital deficit of $5,035,789 including cash and equivalent balances of $ 8,913 compared to a working capital deficit of $4,973,437 at December 31, 2008. This deficit was primarily related to short term note obligations which will be due over the course of the next twelve months. The Company is seeking to renegotiate the terms of a portion of this debt or to exchange equity securities for a portion of the debt. The Company believes that it will be successful in addressing its short term working capital requirements through various strategies; however, there can be no assurances that it will be successful.

Accounts receivable increased from $2,753,445 at December 31, 2008 to $2,933,691 at March 31, 2009. The increase was primarily due to increased revenues associated with the annual contracts billed during the first quarter.


Accounts payable and accrued expenses, which consist primarily of amounts due to third party service providers and toner suppliers, increased from $3,030,599 at December 31, 2008 to $3,237,068 at March 31, 2009. The increase was primarily due to the Company obtaining longer payment terms from key suppliers.

The Company entered into no derivative financial instrument arrangements for the three months ended March 31, 2009.

During the period from January 2009 through March 2009, the Company raised $265,000 through private offerings and warrant exercises.

Also in January 2009, $51,915 of 10% convertible notes payable were issued with and a detachable warrant to purchase shares of the Company's Common Stock (the "Warrants"). The notes are interest only during the first twelve months and then principle and interest is amortized over the next twenty four months. The Notes may be converted, at the option of the holder, into shares of Common Stock at $0.30 per share during the first twelve months of the note.

During the three months ended March 31, 2009, the Company used $336,380 in cash for operations. The cash flows were used primarily to cover the Company's continued losses from operations. The Company anticipates that it will begin to generate sufficient cash from existing operations to meet its capital requirements during the next twelve months, however, there are no assurances that the Company will be able to sustain its current revenue growth. Management believes it will be successful in financing its operations for the next twelve months. However, until such time as financing is obtained, there can be no assurance that sufficient funds will be available to finance its operations.

During the three months ended March 31, 2009, the Company received $338,811 in cash from financing activities. These cash flows were primarily from $125,000 for the issuance of preferred stock, $90,000 from warrants exercised, $6,462,737 from draws on a revolving line of credit offset by $6,302,776 in payments on the revolving line of credit and $270,633 relating to notes payable.

Business Outlook, Risks and Uncertainties

Economic Uncertainties

Current economic slowdown, financial market conditions, and the political environment may affect the Company's ability to raise financing. The Company will be required to raise additional capital to establish business operations. The uncertainty about the Company's ability to raise financing makes it difficult to predict the Company's results for fiscal year 2009 and its ability to continue as a going concern.


Sufficiency of Working Capital

As of March 31, 2009, the Company had a net working capital deficit of $5,035,789. This deficit was primarily related to short term note obligations which are due over the next twelve months. The Company is seeking to renegotiate the terms of a portion of this debt or to exchange equity securities for a portion of the debt. The Company believes that it will be successful in addressing its short term working capital requirements through various strategies. The Company has inadequate financial resources to sustain its business activities as they currently are. We believe that we can achieve profitability through an aggressive organic growth plan to increase sales, increasing operational efficiencies and by aggressively reducing overhead costs. We have already begun implementing parts of our organic growth plan and cost reductions; however, we do not know the overall impact that these efforts may have on the business. The Company is currently spending approximating $75,000 more cash per month than is being generated from operations due to debt service payments, however, the growth of its sales has allowed the Company to finance operations through its revolving line of credit.

During the quarter ended March 31, 2009, the Company raised $265,000 in proceeds from private offerings. The Company estimates that it will need to raise an additional $1,000,000 during the next 12 months to meet its minimum capital requirements. There is substantial doubt that the Company will be able to continue as a going concern, absent raising additional financing. There can be no assurance that the Company will be successful in obtaining the required financing or renegotiating terms or converting a portion of its short term obligations into equity.

In April 2008, the Company entered into a line of credit with a financial institution, which is secured by all of the assets of the Company. The amount of the line of credit is $2,000,000. The availability of the line is determined by eligible accounts receivables. The current interest rate on the outstanding balance is nine percent per annum. The balance due was $1,506,683 at March 31, 2009. The approximate availability under the line was $150,000 at March 31, 2009. On April 23, 2009, this line was increased to $ 2,500,000 and extended through April 23, 2011; however, as of May 12, 2009, the availability under the line was only approximately $150,000.

The financial statements have been prepared on a going concern basis, which assumes that the Company will be able to realize its assets and discharge its obligations in the normal course of business. If the Company were not to continue as a going concern, it would likely not be able to realize its assets at values comparable to the carrying value or the fair value estimates reflected in the balances set out in the preparation of the consolidated financial statements.

The Company does not use financial instruments for trading purposes and is not a party to any leverage derivatives. To the extent that the Company has or continues to issue debt obligations outside of the course of its normal operations, the Company's business and results of operations may be materially effected by changes in interest rates and certain other credit risk associated with its operations.

Other Matters

In the event the Company experiences substantial growth in the future, the Company's business and results of operations may be materially affected


by changes in interest rates and certain other credit risk associated with its operations.

Off Balance Sheet Arrangements

The Company has no off balance sheet financing arrangements that have or are reasonably likely to have a current or future effect on the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

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