-----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, Wd6fU6f8ulRGRMRTA3qpH320FgSJblseJTA6GDngseT+YZ23PVdhH1OIkILWPvrG KBRvYtpmmn3C80bD0cHoBA== 0000310354-95-000022.txt : 19951118 0000310354-95-000022.hdr.sgml : 19951118 ACCESSION NUMBER: 0000310354-95-000022 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951109 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: STANDEX INTERNATIONAL CORP/DE/ CENTRAL INDEX KEY: 0000310354 STANDARD INDUSTRIAL CLASSIFICATION: REFRIGERATION & SERVICE INDUSTRY MACHINERY [3580] IRS NUMBER: 310596149 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-07233 FILM NUMBER: 95588685 BUSINESS ADDRESS: STREET 1: 6 MANOR PKWY CITY: SALEM STATE: NH ZIP: 03079 BUSINESS PHONE: 6038939701 10-Q 1 QUARTERLY REPORT FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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 1-7233 STANDEX INTERNATIONAL CORPORATION (Exact name of Registrant as specified in its Charter) DELAWARE 31-0596149 (State of incorporation) (I.R.S. Employer Identification No.) 6 MANOR PARKWAY, SALEM, NEW HAMPSHIRE 03079 (Address of principal executive offices) (Zip Code) (603) 893-9701 (Registrant's telephone number, including area code) 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 The number of shares of Registrant's Common Stock outstanding on September 30, 1995 was 13,926,382. STANDEX INTERNATIONAL CORPORATION I N D E X Page No. PART I. FINANCIAL INFORMATION: Statements of Consolidated Income for the Three Months Ended September 30, 1995 and 1994 . . . . . . . . . . . . . . . . . 2 Consolidated Balance Sheet, September 30, 1995 and June 30, 1995 . . . . . . . . . . . . . . . . . . . . . . . . . . 3 Statement of Changes in Consolidated Cash Flows for the Three Months Ended September 30, 1995 and 1994 . . . . . . . . . . 4 Notes to Financial Information . . . . . . . . . . . . . . . . . . 5 Management's Discussion and Analysis . . . . . . . . . . . . . . . 6-7 PART II. OTHER INFORMATION . . . . . . . . . . . . . . . . . . . . 8 Form 10-Q PART I. FINANCIAL INFORMATION STANDEX INTERNATIONAL CORPORATION Statement of Consolidated Income (000 Omitted)
Three Months Ended September 30 1995 1994 Net Sales $142,235 $140,591 Cost of Products Sold 94,949 94,636 Gross Profit Margin 47,286 45,955 Selling, General & Administrative Expenses 30,319 30,374 Income from Operations 16,967 15,581 Other (Expense)/Income: Net Gain on Disposition of Businesses - 5,080 Interest Expense (2,183) (1,853) Interest Income 122 119 Other (Expense)/Income - net (2,061) 3,346 Income before Income Taxes 14,906 18,927 Provision for Income Taxes 5,596 7,126 Net Income $ 9,310 $ 11,801 Earnings per share $ .66 $ .80 Cash Dividends per Share $ .17 $ .14
STANDEX INTERNATIONAL CORPORATION Consolidated Balance Sheet (000 Omitted)
September 30 June 30 1995 1995 ASSETS CURRENT ASSETS: Cash $ 5,972 $ 9,543 Receivables, net of allowances for doubtful accounts 96,712 90,492 Inventories (approximately 40% finished goods, 25% work in process, and 35% raw material and supplies) 117,542 116,417 Prepaid expenses 8,617 3,895 Total current assets 228,843 220,347 PROPERTY, PLANT AND EQUIPMENT 214,667 210,139 Less accumulated depreciation 127,547 125,611 Total 87,120 84,528 OTHER ASSETS: Goodwill, net 15,162 15,297 Prepaid pension and other 23,309 22,530 Total 38,471 37,827 TOTAL $354,434 $342,702 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Notes payable and current portion of long-term debt $ 4,550 $ 3,321 Accounts payable 34,299 36,414 Income taxes 5,473 4,472 Accrued expenses 31,027 33,005 Total current liabilities 75,349 77,212 LONG-TERM DEBT (less current portion included above) 125,665 111,845 DEFERRED INCOME TAXES AND OTHER LIABILITIES 17,625 21,293 STOCKHOLDERS' EQUITY: Common stock 41,976 41,976 Paid-in capital 2,411 2,129 Retained earnings 282,961 276,031 Cumulative translation adjustment 141 338 Less cost of treasury shares (191,694) (188,122) Total stockholders' equity 135,795 132,352 TOTAL $354,434 $342,702
STANDEX INTERNATIONAL CORPORATION Statement of Consolidated Cash Flows (000 Omitted)
Three Months Ended September 30 1995 1994 Cash Flows from Operating Activities: Net income $ 9,310 $ 11,801 Depreciation and amortization 3,000 3,098 Net gain on dispositions of businesses - (5,080) Net changes in assets and liabilities (19,533) (4,006) Net Cash (Used for)/Provided by Operating Activities (7,223) 5,813 Cash Flows from Investing Activities: Expenditures for property and equipment (5,678) (3,165) Proceeds from disposition of businesses - 13,606 Other 72 64 Net Cash (Used for)/Provided by Investing Activities (5,606) 10,505 Cash Flows from Financing Activities: Proceeds from additional borrowings 51,219 14,087 Payments of debt (36,170) (12,368) Cash dividends paid (2,380) (2,044) Purchase of treasury stock (4,014) (6,345) Other, net 724 690 Net Cash Provided by/(Used for) Financing Activities 9,379 (5,980) Effect of Exchange Rate Changes on Cash (121) 822 Net Change in Cash and Cash Equivalents (3,571) 11,160 Cash and Cash Equivalents at Beginning of Year 9,543 5,023 Cash and Cash Equivalents at September 30 $ 5,972 $ 16,183 Supplemental Disclosure of Cash Flow Information: Cash paid during the three months for: Interest $ 2,204 $ 1,701 Income taxes $ 4,595 $ 2,506
NOTES TO FINANCIAL INFORMATION 1. Management Statement The financial statements as reported in Form 10-Q reflect all adjustments (including those of a normal recurring nature) which are, in the opinion of management, necessary to a fair statement of results for the three months ended September 30, 1995 and 1994. 2. Per Share Calculation Shares (in thousands) used in per share data are as follows: September 30 1995 1994 Earnings 14,207 14,815 Cash Dividends 14,002 14,602 Earnings per share have been computed according to generally accepted accounting principles. Cash dividends per share have been computed based on the shares outstanding at the time the dividends were paid. 3. Contingencies The Company is a party to various claims and legal proceedings related to environmental matters generally incidental to its business. Management has evaluated each matter based, in part, upon the advice of its independent environmental consultants and has recorded an appropriate provision for the resolution of such matters in accordance with Statement of Financial Accounting Standards (SFAS) No. 5, "Accounting for Contingencies." Management believes that such provision is sufficient to cover any future payments, including legal costs, under such proceedings. 4. Additional Borrowings In September, the Company negotiated a $50,000,000, unsecured loan agreement with an institutional lender. The loan has a fixed interest rate of 7.13% and is repayable in level, annual principal payments beginning September, 1999 and ending September, 2005. The financial covenants of the new loan agreement are similar to those under the Company's revolving credit agreement. The proceeds of the loan were used to reduce borrowings under the revolving credit agreement. STANDEX INTERNATIONAL CORPORATION Management's Discussion and Analysis of Financial Condition and Results of Operations MATERIAL CHANGES IN FINANCIAL CONDITION During the three months ended September 30, 1995, the Company negotiated a $50 million unsecured loan agreement with an institutional lender. The loan has a fixed interest rate of 7.13% and is repayable in level, annual principal payments beginning September, 1999 and ending September, 2005. The financial covenants of the new loan agreement are similar to those under the Company's revolving credit agreement. Net Income of $9.3 million and the proceeds from the new loan agreement were used to reduce borrowings under the Company's revolving credit agreement, fund operating activities, invest $5.7 million in plant and equipment, purchase $4.0 million of the Company's Common Stock and pay out $2.4 million of cash dividends to the Company's shareholders. Operating cash flows in the prior year were positively impacted by the disposition of certain businesses and product lines during the first quarter. OPERATIONS Quarter Ended September 30, 1995 as Compared to the Quarter Ended September 30, 1994 For the first quarter ended September 30, 1995, Net Sales reached record levels. Net Sales rose $1.6 million as compared to the same quarter of fiscal 1995. In the latter portion of the prior fiscal year, a number of units implemented sales price increases to help offset rises in material prices. Although it is difficult to quantify the impact of the sales price increases on Net Sales, management believes the majority of the growth in Net Sales is due to increases in unit volumes. In addition, although changes in the average foreign exchange rates from September 30, 1994 to September 30, 1995 have had a positive impact on Net Sales during the quarter, the total effect was not significant. The Company's Institutional segment reported a $4.1 million increase in Net Sales due to growth in demand experienced by the majority of operations within this segment. Net Sales for the Graphics/Mail Order segment rose 2.8%. The gains reported by these two segments were partially offset by a $3.4 million decline in Net Sales reported by the Industrial segment. Although several operations within this segment reported significant gains in Net Sales due to the improved worldwide economy, this growth was offset by the absence of sales from a German subsidiary which was sold in the first quarter of fiscal 1995. The Gross Profit Margin Percentage rose from 32.7% for the same quarter of the prior year to 33.2% for the first quarter of fiscal 1996. All three segments reported improvement in the Gross Profit Margin Percentage, none of which was individually significant. Selling, General and Administrative Expense (SG&A) decreased slightly for the three months ended September 30, 1995 to 21.3% of Net Sales as compared to 21.6% of Net Sales for the same quarter of the prior year. SG&A reported by the Institutional and Graphics/Mail Order segments rose in order to support the increased business activity discussed above. This increase was offset by a decline in SG&A reported by the Industrial segment due to the sale of one of its units in the first quarter of the prior year. Interest Expense rose 17.8%, or $330,000, as compared to the first quarter of fiscal 1995 due mainly to higher interest rates than those experienced during the same period of the prior year. In the first quarter of fiscal 1995, a net gain of $5.1 million was reported due to the disposition of certain businesses and product lines. This prior year gain, in addition to the factors described above, resulted in a $4.0 million decrease in Income Before Income Taxes for the quarter ended September 30, 1995. The effective tax rate decreased slightly from 37.6% for the first quarter of fiscal 1995 to 37.5% for the three months ended September 30, 1995. Due to the factors described above, Net Income for the first quarter of fiscal 1996 decreased $2.5 million, or 21.1%, as compared to the same period of the prior year. PART II. OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K (a) Exhibits 27. Financial Data Schedule (b) Reports on Form 8-K The Company filed no reports on Form 8-K with the Securities and Exchange Commission during the quarter ended September 30, 1995. Form 10-Q STANDEX INTERNATIONAL CORPORATION S I G N A T U R E S 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. STANDEX INTERNATIONAL CORPORATION Date: November 9, 1995 /s/ Robert R. Kettinger Robert R. Kettinger Corporate Controller Date: November 9, 1995 /s/ Lindsay M. Sedwick Lindsay M. Sedwick Vice President & Treasurer EX-27 2
5 3-MOS JUN-30-1996 SEP-30-1995 5972 0 99559 2847 117542 228842 214667 127547 354434 75349 125665 41976 0 0 93818 354434 142235 142357 94949 94949 0 0 2183 14906 5596 0 0 0 0 9310 .66 0
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