-----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, Dotaam+aT5WTHOCSKvRa48XccPmtaSc0YY9F6mLQHakamjE7bt3trxjG7HW6sbeB tI07De5w42n4rz+1EdI82Q== 0000950124-95-003688.txt : 19951124 0000950124-95-003688.hdr.sgml : 19951124 ACCESSION NUMBER: 0000950124-95-003688 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951113 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHICAGO RIVET & MACHINE CO CENTRAL INDEX KEY: 0000019871 STANDARD INDUSTRIAL CLASSIFICATION: 3452 IRS NUMBER: 360904920 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-01227 FILM NUMBER: 95589754 BUSINESS ADDRESS: STREET 1: 901 FRONTENAC RD STREET 2: P O BOX 3061 CITY: NAPERVILLE STATE: IL ZIP: 60566 BUSINESS PHONE: 7083578500 MAIL ADDRESS: STREET 1: 901 FRONTENAC RD STREET 2: P O BOX 3061 CITY: NAPERVILLE STATE: IL ZIP: 60566 10-Q 1 10-Q 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter ended September 30, 1995 Commission File Number 0-1227 CHICAGO RIVET & MACHINE CO. (Exact name of registrant as specified in its charter) ILLINOIS 36-0904920 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) P. O. Box 3061 90l Frontenac Road Naperville, Illinois 60566 (Address of principal executive office) (Zip Code) Registrant's telephone number, including area code (708) 357-8500 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 X No --------- --------- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at September 30, 1995 - - ------------------------- --------------------------------- COMMON STOCK, $2.00 PAR VALUE 586,548 SHARES DOCUMENTS INCORPORATED BY REFERENCE (1) Portions of the Company's Interim Report to Shareholders for the Quarter ended September 30, 1995 are incorporated by reference in Part I of this Report. 2 CHICAGO RIVET & MACHINE CO. INDEX
Page No. -------- PART I. FINANCIAL INFORMATION Balance Sheets at September 30, 1995 2-3 and December 31, 1994. Statements of Operations for the Three and Nine Months Ended September 30, 1995 and 1994. 4 Statements of Retained Earnings for the Nine Months Ended September 30, 1995 and 1994. 5 Statements of Cash Flows for the Nine Months Ended September 30, 1995 and 1994. 6 Notes to the Financial Statements 7-8 Management's Discussion and Analysis of Financial Condition and Results of Operations 9 PART II. OTHER INFORMATION 10-13
3 CHICAGO RIVET & MACHINE CO. Balance Sheets September 30, 1995 and December 31, 1994 Assets
September 30, December 31, 1995 1994 ------------------ ------------- (unaudited) Current Assets: Cash and cash equivalents $ 1,382,421 $ 2,225,445 Certificates of deposit 3,713,212 2,126,240 U. S. Government securities, at amortized cost, which approximates market 2,119,985 1,631,975 Accounts receivable - net of allowances 2,976,130 2,872,562 Inventories: Raw materials 715,460 828,616 Work in process 1,012,974 1,172,978 Finished goods 2,023,321 2,342,942 ----------- ----------- Total inventories 3,751,755 4,344,536 ----------- ----------- Deferred income taxes (Note 4) 714,012 683,064 Other current assets 541,483 310,103 ----------- ----------- Total Current Assets 15,198,998 14,193,925 ---------- ----------- Goodwill, net of amortization 39,593 58,340 Property, Plant and Equipment At Cost: Land and improvements 346,542 346,542 Buildings and improvements 3,720,915 3,704,730 Production equipment, leased machines and other 14,333,333 14,179,089 ----------- ----------- 18,400,790 18,230,361 Less - Accumulated Depreciation 13,015,117 12,559,541 ----------- ----------- Total Property, Plant and Equipment - Net 5,385,673 5,670,820 ----------- ----------- Total Assets $20,624,264 $19,923,085 =========== ===========
See Notes to the Financial Statements -2- 4 CHICAGO RIVET & MACHINE CO. Balance Sheets September 30, 1995 and December 31, 1994 Liabilities and Shareholders' Equity
September 30, December 31, 1995 1994 ------------------ -------------- (unaudited) Current Liabilities: Accounts payable $ 716,772 $ 1,144,529 Contributions due profit - sharing and pension plans 304,970 322,309 Wages and salaries 665,736 638,565 Other accrued expenses (Note 5) 1,040,717 602,194 Unearned lease revenue 85,493 105,352 Federal and state income taxes 322,604 412,369 ----------- ----------- Total Current Liabilities 3,136,292 3,225,318 Deferred Income Taxes (Note 4) 1,046,549 995,767 ----------- ----------- Total Liabilities 4,182,841 4,221,085 Shareholders' Equity: Preferred stock, no par value: authorized 500,000 shares - none outstanding -- -- Common stock, $2.00 par value: authorized 2,000,000 shares - issued and outstanding 586,548 and 586,648, respectively 1,173,096 1,173,296 Additional paid - in capital 460,880 460,959 Retained earnings 14,807,447 14,067,745 ----------- ----------- Total Shareholders' Equity 16,441,423 15,702,000 ----------- ----------- Commitments and Contingencies (Note 3) -- -- ----------- ----------- Total Liabilities and Shareholders' Equity $20,624,264 $19,923,085 =========== ===========
See Notes to the Financial Statements -3- 5 CHICAGO RIVET & MACHINE CO. Statements of Operations For the Three and Nine Months Ended September 30, 1995 and 1994 (unaudited)
Three Months Ended Nine Months Ended --------------------------------- ------------------------------ September 30, September 30, 1995 1994 1995 1994 --------------------------------- ------------------------------ Net sales $ 4,855,400 $ 5,105,573 $18,035,970 $16,578,771 Lease revenue 135,960 137,538 396,794 432,251 ------------ ------------ ------------- ----------- $ 4,991,360 $ 5,243,111 $18,432,764 $17,011,022 Cost of goods sold and costs related to lease revenue 3,390,433 3,656,869 12,128,652 11,339,091 ------------ ------------ ------------- ----------- Gross profit 1,600,927 1,586,242 6,304,112 5,671,931 Shipping, selling and administrative expenses 1,097,267 1,051,334 3,575,170 3,505,914 Profit sharing and pension expenses 45,000 63,000 270,000 174,000 ------------ ------------ ------------- ----------- 458,660 471,908 2,458,942 1,992,017 Other income and expenses: Interest income from U.S. Government securities and certificates of deposit 85,500 52,701 228,455 131,079 Gain from sale of leased machines and other equipment 9,809 (10,175) 10,918 19,813 Amortization expense (6,249) (6,249) (18,747) (18,747) Other income, net of other expense 111 36,936 414 37,062 ------------ ------------ ------------- ----------- Income before income taxes 547,831 545,121 2,679,982 2,161,224 Provision for income taxes 213,000 223,000 1,087,000 883,000 ------------ ------------ ------------- ----------- Net income $ 334,831 $ 322,121 $1,592,982 $1,278,224 ============ ============ ============= =========== Average common shares outstanding 586,548 587,048 586,613 587,101 ============ ============ ============= =========== Per share data: Net income per share $ .58 $ .55 $ 2.72 $ 2.18 ============ ============ ============= =========== Cash dividends declared per share $ .30 $ .30 $ 1.45 $ 1.25 ============ ============ ============= ===========
See Notes to the Financial Statements -4- 6 CHICAGO RIVET & MACHINE CO. Statements of Retained Earnings For the Nine Months Ended September 30, 1995 and 1994 (unaudited)
September 30, ---------------------------- 1995 1994 ----------- ----------- Retained earnings at beginning of period $14,067,745 $13,081,301 Net income for the nine months ended 1,592,982 1,278,224 Treasury stock retired at cost (2,641) (2,633) Cash dividends declared in the period - $1.45 per share in 1995 and $1.25 per share in 1994 (850,639) (733,936) --------- --------- Retained earnings at end of period $14,807,447 $13,622,956 =========== ===========
See Notes to the Financial Statements -5- 7 CHICAGO RIVET & MACHINE CO. Statements of Cash Flows For the Nine Months Ended September 30, 1995 and 1994 (unaudited)
September 30, ------------------------------------ 1995 1994 ---------------- ------------ Cash flows from operating activities: Net income $ 1,592,982 $ 1,278,224 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 500,101 494,669 Net gain on the sale of properties (10,918) (19,813) Deferred income taxes 19,834 (9,642) Changes in current assets and current liabilities: Accounts receivable, net (103,568) 340,266 Inventories 592,781 (473,003) Accounts payable (427,757) (372,367) Other, net 107,351 (156,798) --------------- -------------- Net cash provided by operating activities 2,270,806 1,081,536 --------------- -------------- Cash flows from investing activities: Capital expenditures (226,419) (280,896) Net proceeds from the sale of properties 41,130 153,712 Proceeds from the maturity of held-to-maturity securities 5,838,137 5,302,603 Purchases of held-to-maturity securities (7,913,119) (6,148,583) --------------- -------------- Net cash used by investing activities (2,260,271) (973,164) -------------- --------------- Cash flows from financing activities Cash dividends (850,639) (733,936) Purchase of Treasury Stock (2,920) (2,912) -------------- --------------- Net cash used by financing activities (853,559) (736,848) -------------- ------------- Net decrease in cash and cash equivalents (843,024) (628,476) Cash and cash equivalents at beginning of period 2,225,445 1,896,696 -------------- ------------- Cash and cash equivalents at end of period $ 1,382,421 $ 1,268,220 ============== ============= Cash paid during the period for: Income taxes $ 1,156,930 $ 932,790
See Notes to the Financial Statements -6- 8 CHICAGO RIVET & MACHINE CO. NOTES TO THE FINANCIAL STATEMENTS (Unaudited) 1. In the opinion of the Company, the accompanying unaudited financial statements contain all adjustments necessary to present fairly the financial position of the Company as of September 30, 1995 and December 31, 1994 and the results of operations and changes in cash flow for the indicated periods. The unaudited financial statements reflect certain estimated inventories as of the end of the interim periods. 2. The results of operations for the nine month period ending September 30, 1995 are not necessarily indicative of the results to be expected for the year. 3. The Company is, from time to time, involved in litigation, including environmental claims, in the normal course of business. With regard to environmental claims, the Company, and a former subsidiary, W.S. & W.C., Inc., have been named by state and/or federal government agencies as "potentially responsible parties" with respect to certain waste disposal sites. As a potentially responsible party, the Company, or its former subsidiary, may be considered jointly and severally liable, along with other potentially responsible parties, for the cost of remediation of these waste sites. The actual cost of remediation is presently unknown; however, estimates currently available suggest that the cost of remediation at these sites will be between $77 and $100 million. Despite the joint and several nature of the liability, these proceedings are frequently resolved on the basis of the quantity and type of waste disposed by the parties. The actual amount of liability for the Company, and its former subsidiary, is unknown due to disagreement concerning the allocation of responsibility, uncertainties regarding the amount of contribution that will be available from other parties and uncertainties related to insurance coverage. After investigation of the quantities and type of waste disposed at these sites, it is management's opinion that any liability will not be material to the Company's financial condition. Nevertheless, it is unlikely that the Company will not incur significant costs associated with these proceedings and accordingly the Company has recorded a liability of $614,000 related to these matters. The adequacy of this reserve will be reviewed periodically as more definitive cost information becomes available. 4. At September 30, 1995 significant deferred tax liabilities and assets were comprised of the following: Depreciation $ (1,071,262) ------------ (1,071,262) Environmental accruals 245,699 Inventory valuations 209,461 Accrued vacation 146,307 Doubtful accounts 52,431 Unearned rental revenue 34,197 Other 50,630 ------------ 738,725 ------------ $ (332,537) ------------
-7- 9 CHICAGO RIVET & MACHINE CO. NOTES TO THE FINANCIAL STATEMENTS (CON'T.) (Unaudited) 5. Other Accrued Expenses - accrued expenses consist of the following:
September 30, 1995 December 31, 1994 ------------------- ------------------ Property taxes $ 29,525 $ 64,366 Environmental costs 614,246 513,583 Accrued insurance 289,059 0 All other items 107,887 24,245 ------------ ----------- $1,040,717 $ 602,194
========== =========== -8- 10 CHICAGO RIVET & MACHINE CO. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Demand for Company products began to show some weakness during the second quarter of this year and similar weakness was evident during the third quarter. Accordingly, it was not surprising that third quarter sale and lease revenue declined approximately 4.8% compared to the year earlier period. For the three months ended September 30, 1995, net sales and lease revenue amounted to $4,991,360 compared to $5,243,111 recorded during the same period in 1994. Despite the decrease in revenues, earnings for the third quarter of 1995 improved slightly over the same period in 1994. Net income totaled $334,831, or $.58 per share on 586,548 average shares outstanding during the third quarter of 1995, compared with $322,121, or $.55 per share on 587,048 average shares outstanding during the third quarter of 1994. The improvement in operating margins is primarily attributable to a more favorable product mix during the 1995 period compared to the year earlier period. Working capital totaled slightly over $12 million at the end of the third quarter, an increase of approximately $1.1 million since the beginning of the year. The ratio of current assets to current liabilities has also improved when compared to year end 1994. Investment in inventories has declined since year end 1994. The Company's financial condition continues to be excellent, with adequate liquidity and no long term debt. See the Company's Interim Report to Shareholders for the quarter ended September 30, 1995 for a discussion and analysis of financial condition and results of operations. This section is incorporated herein by reference. The Interim Report is filed as an exhibit to this report on pages 12 and 13. -9- 11 PART II -- OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (b) Reports on Form 8-K -- No reports on Form 8-K were filed during the three months ended September 30, 1995. -10- 12 SIGNATURES 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. CHICAGO RIVET & MACHINE CO. ------------------------------ (Registrant) Date: November 10, 1995 John A. Morrissey ------------------------------------- Chairman of the Board of Directors and Chief Executive Officer Date: November 10, 1995 John C. Osterman ------------------------------------- President, Chief Operating Officer and Treasurer (Principal Financial Officer) Date: November 10, 1995 Stephen D. Voss ------------------------------------- Assistant Treasurer and Controller -11- 13 E X H I B I T S To Our Shareholders: The comparative results of operations of Chicago Rivet & Machine Co. for the third quarter and first nine months of 1995 and 1994 are summarized below. As reported in our second quarter report, demand for our products began to show some weakness during the second quarter of this year. Accordingly, it was not surprising that third quarter sales and lease revenue declined approximately 4.8% compared to the year earlier period. For the three months ended September 30, 1995, net sales and lease revenue amounted to $4,991,360 compared to $5,243,111 recorded during the same period in 1994. On a year to date basis, revenues totaled $18,432,764 during the first nine months of 1995, which represents an increase of $1,421,742, or approximately 8.4%, over the same period in 1994. Despite the decrease in revenues, earnings for the third quarter of 1995 improved slightly over the same period in 1994. Net income totaled $334,831, or $.58 per share on 586,548 average shares outstanding during the third quarter of 1995, compared with $322,121, or $.55 per share on 587,048 average shares outstanding during the third quarter of 1994. For the first nine months, 1995 earnings totaled $1,592,982 or $2.72 per share on 586,613 average shares outstanding, compared with earnings of $1,278,224, or $2.18 per share on 587,101 average shares outstanding during the first nine months of 1994. Traditionally, the Company's third quarter revenues have been affected by reduced work schedules related to vacation shutdowns at our facilities as well as those of our major customers. The effects of those reduced schedules were not as noticeable during the third quarter of 1994 as our vacation schedules were modified to accommodate high demand that existed in our markets. Our third quarter work schedules returned to the traditional level in 1995, with each of our facilities scheduling a two week vacation shutdown during the quarter. Third quarter results were also affected as the softening of product demand that began during the second quarter continued to characterize our markets throughout the third quarter. The outlook for the balance of 1995 is clouded by uncertainty with regard to the general economy. Many forecasts suggest that the economy will grow modestly in the months ahead. As has been the case for several months, our major customers are less optimistic concerning the immediate future. The level of incoming orders continues to trail year earlier levels across all product lines. Our backlog of unfilled orders, while still adequate, is lower than at this time last year and unless the level of incoming orders improves dramatically in the next few weeks, we would expect fourth quarter sales to lag behind those recorded during the fourth quarter of 1994. We are poised to take full advantage of any opportunities that lie ahead and despite the current weakness in our markets, we are confident that 1995 will be another good year for the company. Respectfully submitted, John A. Morrissey John C. Osterman Chairman President October 26, 1995 -12- 14 CHICAGO RIVET & MACHINE CO. Summary of Results of Operations For the Three and Nine months September June 30
Third Quarter First Nine Months ---------------------------- ------------------------------- 1995 1994 1995 1994 ------------ --------------- --------------- -------------- Net sales and lease revenue $4,991,360 $5,243,111 $18,432,764 $17,011,022 Income before taxes 547,831 545,121 2,679,982 2,161,224 Income after taxes 334,831 322,121 1,592,982 1,278,224 Net income per share .58 .55 2.72 2.18 Average shares outstanding 586,548 587,048 586,613 587,101
(All figures subject to year end audit) -13- EX-27 2 FINANCIAL DATA SCHEDULE
5 9-MOS DEC-31-1995 SEP-30-1995 1,382,421 5,833,197 3,107,208 131,078 3,751,755 15,198,998 18,400,790 13,015,117 20,624,264 3,136,292 0 1,173,096 0 0 15,268,327 20,624,264 18,035,970 18,432,764 12,128,652 15,973,822 (221,040) 0 0 2,679,982 1,087,000 1,592,982 0 0 0 1,592,982 2.72 2.72
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