-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, n+3OpIqdPdZzK5oGt380gz3kt9TdXow/5lTX7Pz2V0bxVQ/r2HZ5ToUB9UuB0KE3 LLVsja2JrKsn1f7k7tsTKA== 0000912057-94-003402.txt : 19941026 0000912057-94-003402.hdr.sgml : 19941026 ACCESSION NUMBER: 0000912057-94-003402 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940831 FILED AS OF DATE: 19941014 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: BINKS MANUFACTURING CO CENTRAL INDEX KEY: 0000012180 STANDARD INDUSTRIAL CLASSIFICATION: 3560 IRS NUMBER: 360808480 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-01416 FILM NUMBER: 94552652 BUSINESS ADDRESS: STREET 1: 9201 W BELMONT AVE CITY: FRANKLIN PARK STATE: IL ZIP: 60131 BUSINESS PHONE: 7086713000 MAIL ADDRESS: STREET 1: 9201 WEST BELMONT AVENUE CITY: FRANKLIN PARK STATE: IL ZIP: 60131 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 _________________ FORM 10-Q (Mark One) /X/ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of l934 For the quarterly period ended August 31, 1994 or / / Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period From to ---------- ---------- Commission file number 1-1416 BINKS MANUFACTURING COMPANY ------------------------------------------------------ (Exact name of registrant as specified in its charter) DELAWARE 36-0808480 - - ------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 9201 WEST BELMONT AVENUE, FRANKLIN PARK, ILLINOIS 60131 ------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code 708-671-3000 Indicate by check mark whether the registrant (l) 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 X No ----- ----- The number of shares outstanding of each of the issuer's classes of common stock, as of the close of the period covered by this report: Class Outstanding August 31, 1994 ----------------------- --------------------------- Common, par value $1.00 3,088,837 PART I - FINANCIAL INFORMATION SUMMARIZED FINANCIAL STATEMENTS Company or group of companies for which report is filed: Binks Manufacturing Company and Consolidated Subsidiaries CONSOLIDATED BALANCE SHEETS AUGUST 31, 1994 (UNAUDITED) AND NOVEMBER 30, 1993
Aug 31 Nov 30 1994 1993 ------ ------ ($000 omitted) ASSETS Current assets: Cash and cash equivalents $ 8,233 10,164 Receivables, net 66,568 61,689 Inventories 79,290 70,899 Other current assets 3,000 2,786 ------- ------- Total current assets 157,091 145,538 Investments and other assets 6,268 5,420 Goodwill 2,800 2,863 Property, plant and equipment, at cost 57,689 54,789 Less accumulated depreciation (31,372) (28,611) ------- ------- Net property, plant and equipment 26,317 26,178 ------- ------- TOTAL ASSETS $192,476 179,999 ------- ------- ------- -------
-1- PART I - FINANCIAL INFORMATION SUMMARIZED FINANCIAL STATEMENTS (Continued) Company or group of companies for which report is filed: Binks Manufacturing Company and Consolidated Subsidiaries CONSOLIDATED BALANCE SHEETS AUGUST 31, 1994 (UNAUDITED) AND NOVEMBER 30, 1993
Aug 31 Nov 30 1994 1993 ------ ------ ($000 omitted) LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Notes payable, bank overdrafts and current maturities of long-term debt $ 1,597 2,374 Accounts payable 41,963 38,209 Other current liabilities 12,877 13,715 ------- ------- Total current liabilities 56,437 54,298 Deferred compensation 7,909 6,403 Deferred income taxes 265 381 Deferred revenue 40 13 Long-term debt, less current maturities 38,662 34,136 ------- ------- Total liabilities 103,313 95,231 ------- ------- Stockholders' equity: Capital stock, $l.00 par value. Authorized 12,000,000 shares: issued 3,088,837 shares 3,089 3,089 Additional paid-in capital 24,505 24,505 Retained earnings 63,355 61,420 Foreign currency translation adjustment (1,786) (4,246) ------- ------- Total stockholders' equity 89,163 84,768 ------- ------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $192,476 179,999 ------- ------- ------- -------
-2- Binks Manufacturing Company and Consolidated Subsidiaries CONSOLIDATED STATEMENTS OF EARNINGS THREE AND NINE MONTHS ENDED AUGUST 31, 1994 AND AUGUST 31, 1993 (Unaudited)
For the three For the nine months ended months ended Aug 31 Aug 31 ------------- ------------- 1994 1993 1994 1993 ---- ---- ---- ---- ($000 omitted) ($000 omitted) Net sales $ 55,543 53,871 168,130 154,786 Cost of goods sold 35,166 35,806 111,066 100,787 ------- ------- ------- ------- Gross profit 20,377 18,065 57,064 53,999 Selling, general and administrative expenses 18,394 16,472 51,245 48,900 ------- ------- ------- ------- Operating income 1,983 1,593 5,819 5,099 ------- ------- ------- ------- Other expenses (income): Interest expense 685 610 1,973 1,971 Contribution to employees' profit sharing funds 4 90 44 91 Other expense (income), net ( 99) ( 23) ( 1,057) ( 70) ------- ------- ------- ------- 590 677 960 l,992 ------- ------- ------- ------- Earnings before income taxes and equity in earnings (loss) of unconsolidated subsidiaries 1,393 916 4,859 3,107 Income taxes 748 661 2,307 1,742 ------- ------- ------- ------- Earnings before equity in earnings (loss) of unconsolidated subsidiaries 645 255 2,552 1,365 Equity in earnings (loss) of unconsolidated subsidiaries -- -- -- ( 50) ------- ------- ------- ------- Net earnings $ 645 255 2,552 1,315 ------- ------- ------- ------- ------- ------- ------- ------- Net earnings per share $ .21 .08 .83 .44 ------- ------- ------- ------- ------- ------- ------- ------- Cash dividends declared per share $ -- -- .20 .25 ------- ------- ------- ------- ------- ------- ------- -------
-3- Binks Manufacturing Company and Consolidated Subsidiaries CONSOLIDATED STATEMENTS OF CASH FLOWS NINE MONTHS ENDED AUGUST 31, 1994 AND AUGUST 31, 1993 (Unaudited)
1994 1993 ---- ---- ($000 omitted) Cash flows from operating activities: Net earnings $ 2,552 1,315 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 2,513 2,408 Equity in (earnings) loss of unconsolidated subsidiaries -- 50 Deferred compensation, net of payments 322 339 Deferred income taxes 31 ( 2) Other, net ( 833) ( 232) Cash provided by (used in) changes in: Receivables ( 2,505) (3,719) Inventories ( 6,477) ( 184) Other current assets 858 1,884 Accounts payable 1,647 4,160 Accrued employees' profit-sharing contributions ( 344) 36 Accrued expenses ( 223) (2,158) Income taxes ( 1,008) 404 ------- ------ Net cash provided by (used in) operating activities ( 3,467) 4,301 ------- ------ Cash flows from investing activities: Purchase of property, plant and equipment ( 2,076) (1,398) Proceeds from sale of property, plant and equipment 1,143 22 Purchase of other investments and assets ( 546) ( 574) ------- ------ Net cash provided by (used in) investing activities ( 1,479) (1,950) ------- ------ Cash flows from financing activities: Proceeds from long-term borrowings 19,388 1,108 Dividends paid ( 618) ( 766) Net increase (decrease) in commercial paper, notes payable and bank overdrafts ( 378) ( 925) Principal payments on long-term debt (15,875) ( 620) ------- ------ Net cash provided by (used in) financing activities 2,517 (1,203) ------- ------ Effect of exchange rate changes on cash 498 ( 10) ------- ------ Net increase (decrease) in cash and cash equivalents ( 1,931) 1,138 Cash and cash equivalents at beginning of period 10,164 7,652 ------- ------ Cash and cash equivalents at end of period $ 8,233 8,790 ------- ------ ------- ------
-4- Binks Manufacturing Company and Consolidated Subsidiaries NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AUGUST 31, 1994 (UNAUDITED) AND NOVEMBER 30, 1993 NOTE 1 The accompanying financial statements are unaudited, but in the opinion of management include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results of operations and financial position for the applicable period. Results of operations for any interim period are not necessarily indicative of results for any other period or for the full year. These interim financial statements should be read in conjunction with the financial statements and related notes contained in the Annual Report on Form 10-K for the year ended November 30, 1993. NOTE 2 On July 2, 1993, a judgment was entered against the Company in a civil action instituted by Graco, Inc. in the United States District Court in Houston, Texas, alleging infringement of a U.S. Patent held by Graco. The judgment provides for a total award of $2.75 million against the Company. The Company is appealing the judgment and has furnished an appeal bond in an amount equal to the judgment which has been secured by a letter of credit. After consulting with counsel, the Company has determined that it is not possible at this time to estimate the amount of damages, if any, that may ultimately be incurred. Accordingly, no provision has been made in the accompanying consolidated financial statements. NOTE 3 In the second quarter of 1994, the Company sold a parcel of undeveloped land adjacent to one of its facilities that was not being utilized. The pretax gain on this sale amounted to $960,000, representing an after tax gain of $575,000. -5- Binks Manufacturing Company and Consolidated Subsidiaries MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS LIQUIDITY AND CAPITAL RESOURCES Revenue generated from operations constitutes the primary source of the Company's liquidity. Short-term funds are also provided for current operations through bank loans and the issuance of bankers acceptances. The Company maintains substantial lines of credit for general corporate purposes and to provide support for the issuance of bankers acceptances. The unused lines of credit were approximately $28,280,000 at August 31, 1994. The Company's cash balances decreased $1,931,000 during the nine months ended August 31, 1994. The net decrease was the result of $3,467,000 used in operations due to higher sales volumes resulting in greater uncollected billings and work in process inventory, $1,479,000 used for investing activities principally for purchases of property, plant and equipment which was offset by a sale of land more fully described in note 3, $2,517,000 provided by financing activities from the net increase in borrowings as more fully described below and a $498,000 increase based on the changes in foreign exchange rates during the period. On November 30, 1993 the Company agreed to issue $15,000,000 of 7.14% senior notes with a final maturity in 2008. Funding of the notes took place on December 6, 1993 and the proceeds were used to repay a portion of the debt outstanding under one of the Company's lines of credit. The Company will repay the principal in 11 annual installments beginning in 1998. A dividend was declared on September 29, 1994 at the rate of $.10 per share to stockholders of record on October 18, 1994 with a payment date of November l, 1994. RESULTS OF OPERATIONS Net sales increased 9%, or $13,344,000, to a total of $168,130,000 for the nine months ended August 31, 1994, as compared with $154,786,000 for the same period in 1993. In the third quarter ended August 31, 1994, net sales increased 3% to $55,543,000 as compared to $53,871,000 in the third quarter of 1993. Higher sales in France and the United States were responsible for the increase. Gross profit increased 6% to a total of $57,064,000 for the nine months ended August 31, 1994 as compared to the first nine months in 1993 mainly because of the higher sales. The gross profit percentage was 34% in 1994 and 35% in 1993. The gross profit percentage decrease resulted from an increase in the amount of larger contracts with lower margins and an interim provision for estimated inventory shrinkage. Selling, general and administrative expenses increased $2,345,000 or 5% as compared to the first nine months in 1993. As a percentage of net sales, these expenses decreased to 30% in 1994 from 32% in 1993. Interest expense for the first nine months of 1994 was consistent with the same period in 1993 because of reductions in short-term borrowings offset by higher prevailing interest rates. -6- Binks Manufacturing Company and Consolidated Subsidiaries MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) Other income increased $987,000 in the first nine months ended August 31, 1994 when compared to the corresponding period in 1993. This increase was primarily the result of the sale of an unused parcel of land by the Company in the second quarter of 1994. The pretax gain on the sale of the land amounted to $960,000, or $575,000 after tax. The percentage of income taxes to pretax earnings was 47% in 1994 as compared with 56% in 1993. The change relates to the geographic mix of profitability. Net income for the nine months ended August 31, 1994 totalled $2,552,000, an increase of 94% over the $1,315,000 earned in the corresponding period of 1993. The increase is the result of all of the factors described above. -7- PART II - OTHER INFORMATION Items 1 through 5 Not applicable Item 6 (a) None (b) None 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 thereunto duly authorized. The enclosed financial statements include all adjustments, including normal and recurring adjustments, which are necessary to a fair presentation of the results of operations for the periods presented. BINKS MANUFACTURING COMPANY /s/ Jeffrey W. Lemajeur ------------------------------ Jeffrey W. Lemajeur, Treasurer /s/ Burke B. Roche ------------------------------ Burke B. Roche, President Date October 14, 1994 ------------------------ -8- EX-27 2 EXHIBIT 27 FDS
5 1,000 9-MOS NOV-30-1994 DEC-01-1993 AUG-31-1994 8,233 0 66,568 0 79,290 157,091 57,689 31,372 192,476 56,437 38,662 3,089 0 0 86,074 192,476 168,130 168,130 111,066 111,066 0 0 1,973 4,859 2,307 2,552 0 0 0 2,552 .83 .83
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