0000350846-95-000005.txt : 19950808 0000350846-95-000005.hdr.sgml : 19950808 ACCESSION NUMBER: 0000350846-95-000005 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950630 FILED AS OF DATE: 19950807 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUPREME INDUSTRIES INC CENTRAL INDEX KEY: 0000350846 STANDARD INDUSTRIAL CLASSIFICATION: TRUCK & BUS BODIES [3713] IRS NUMBER: 751670945 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-08183 FILM NUMBER: 95559371 BUSINESS ADDRESS: STREET 1: 65140 US 33 E STREET 2: PO BOX 237 CITY: GOSHEN STATE: IN ZIP: 46526 BUSINESS PHONE: 2196423070 MAIL ADDRESS: STREET 1: P O BOX 237 STREET 2: 65140 U S 33 EAST CITY: GOSHEN STATE: IN ZIP: 46526 FORMER COMPANY: FORMER CONFORMED NAME: EXPLORATION SURVEYS INC DATE OF NAME CHANGE: 19850813 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) (X) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 1995 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 No. 1-8183 SUPREME INDUSTRIES, INC. (Exact name of registrant as specified in its charter) Delaware 75-1670945 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 65140 U.S. 33 East, P.O. Box 237 Goshen, Indiana 46526 (Address of principal executive offices) Registrant's telephone number, including area code:(219)642-3070 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. Common Stock ($.10 Par Value) Outstanding at July 26,1995 Class A 5,803,279 Class B 1,658,000 The index to Exhibits is at page 11 in the sequential numbering system. Total number of pages: 12 . SUPREME INDUSTRIES, INC. CONTENTS Page No. PART I. FINANCIAL INFORMATION Item 1. Financial Statements: Consolidated Balance Sheets 3 & 4 Consolidated Statements of Income 5 Consolidated Statements of Cash Flows 6 Notes to Consolidated Financial Statements 7 Item 2. Management's Discussion and Analysis of 8 & 9 Financial Condition and Results of Operations PART II. OTHER INFORMATION Item 4. Submission of Matters to a Vote of Security Holders 9 Signatures 10 Index to Exhibits 11 Part I. Financial Information Item 1. Financial Statements Supreme Industries, Inc. and Subsidiaries Consolidated Balance Sheets June 30, December 31, 1995 1994 Assets Current assets: Cash and cash equivalents $104,141 $273,720 Accounts receivable, net 20,704,421 15,733,321 Inventories 20,243,109 19,715,520 Deferred income taxes 1,060,572 1,060,572 Other current assets 355,879 228,161 Total current assets 42,468,122 37,011,294 Property, plant and equipment: Land and improvements 1,937,030 1,840,393 Buildings and improvements 8,084,556 7,511,881 Leasehold improvements 4,770,256 4,678,091 Machinery and equipment 16,024,098 14,398,281 30,815,940 28,428,646 Less, Accumulated depreciation and amortization 11,693,273 10,963,180 Property, plant and equipment, net. 19,122,667 17,465,466 Intangible assets, net 2,213,659 2,315,314 Other assets 700,000 800,000 Total assets $64,504,448 $57,592,074 The accompanying notes are a part of the consolidated financial statements.
Supreme Industries, Inc. and Subsidiaries Consolidated Balance Sheets, Concluded June 30, December 31, 1995 1994 Liabilities and Stockholders' Equity Current liabilities: Current maturities of long-term debt $3,006,601 $2,947,776 Trade accounts payable 7,258,212 7,401,498 Accrued income taxes payable 1,072,902 812,242 Other accrued liabilities 5,856,268 5,799,353 Total current liabilities 17,193,983 16,960,869 Long-term debt 22,237,621 19,747,322 Deferred income taxes 888,740 888,740 Total liabilities 40,320,344 37,596,931 Stockholders' equity: Class A Common Stock, $.10 par value 578,814 571,499 Class B Common Stock, convertible into Class A Common Stock on a one-for-one basis, $.10 par value 165,800 171,515 Additional paid-in capital 11,014,233 10,953,544 Retained earnings 12,581,743 8,455,071 Treasury stock, at cost, 13,757 shares of Class A Common Stock (156,486) (156,486) Total stockholders' equity 24,184,104 19,995,143 Total liabilities and stockholders' equity $64,504,448 $57,592,074 The accompanying notes are a part of the consolidated financial statements.
Supreme Industries, Inc. and Subsidiaries Consolidated Statements of Income Three Months Ended Six Months Ended June 30, June 30, 1995 1994 1995 1994 Revenues $48,136,419 $36,321,425 $91,805,802 $68,647,743 Costs and expenses: Cost of sales 39,365,804 30,004,892 76,771,164 57,561,794 Selling, general and administrative 3,879,878 3,001,215 7,147,349 5,747,258 Interest 456,332 404,045 939,617 816,192 43,702,014 33,410,152 84,858,130 64,125,244 Income before income taxes 4,434,405 2,911,273 6,947,672 4,522,499 Income taxes 1,798,000 1,254,000 2,821,000 1,939,000 Net income $2,636,405 $1,657,273 $4,126,672 $2,583,499 Earnings per share: Primary $.34 $.23 $.54 $.35 Fully diluted $.32 $.21 $.50 $.33 Weighted average number of shares of common stock and common stock equivalents: Primary 7,780,873 7,346,068 7,679,018 7,402,845 Fully diluted 8,457,818 7,901,854 8,456,052 7,958,631 The accompanying notes are a part of the consolidated financial statements.
Supreme Industries, Inc. and Subsidiaries Consolidated Statements of Cash Flows Six Months Ended June 30, 1995 1994 Cash flows from operating activities: Net income $4,126,672 $2,583,499 Depreciation and amortization 916,122 719,594 Amortization of intangibles 101,655 101,655 Decrease in other assets 100,000 ----- Gain on sale of equipment (9,250) (29,503) Changes in operating assets and liabilities (5,452,118) (5,697,713) Net cash used in operating activitities (216,919) (2,322,468) Cash flows from investing activities: Additions to property, plant and equipment (2,573,323) (3,654,675) Proceeds from sale of property, plant and equipment 9,250 76,643 Net cash used in investing activities (2,564,073) (3,578,032) Cash flows from financing activities: Proceeds from revolving line of credit and other long-term debt 36,136,666 48,272,400 Repayments of revolving line of credit and other long-term debt (33,587,542) (43,192,476) Proceeds from exercise of stock options and warrants 62,289 302,596 Net cash provided by financing activities 2,611,413 5,382,520 Decrease in cash and cash equivalents (169,579) (517,980) Cash and cash equivalents, beginning of period 273,720 642,339 Cash and cash equivalents, end of period $104,141 $124,359 The accompanying notes are a part of the consolidated financial statements.
SUPREME INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE A - BASIS OF PRESENTATION AND OPINION OF MANAGEMENT The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and therefore do not include all of the information and financial statement disclosures necessary for a fair presentation of consolidated financial position, results of operations and cash flows in conformity with generally accepted accounting principles. In the opinion of management, the information furnished herein includes all adjustments necessary to reflect a fair statement of the interim periods reported. All adjustments are of a normal and recurring nature. The December 31, 1994 consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by generally accepted accounting principles. NOTE B - INVENTORIES Inventories which are stated at the lower of cost or market with cost determined on the first-in-first-out method, consist of the following: June 30, December 31, 1995 1994 Raw materials $ 11,840,224 $11,718,902 Work-in-progress 2,756,858 2,716,238 Finished goods 5,646,027 5,280,380 $ 20,243,109 $19,715,520
The valuation of raw materials, work-in-progress and finished goods inventories at interim dates is based upon a gross profit percentage method and bills of materials. Since 1989 the Company has had favorable adjustments in the fourth quarter resulting from the annual physical inventories. The Company is continuing to refine its costing procedures for valuation of interim inventories in an effort to minimize the annual book to physical inventory adjustments. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. Results of Operations Revenues for the six months ended June 30, 1995 increased $23,158,059 to $91,805,802 while revenues for the three months ended June 30, 1995 increased $11,814,994 to $48,136,419. Net income for the six months ended June 30, 1995 increased $1,543,173 to $4,126,672 while net income for the three months ended June 30, 1995 increased $979,132 to $2,636,405. The increase in revenues can be attributed to strong demand for the Company's diversified product lines in all market areas as well as an increase in fleet orders over the comparable prior year period. The acquisition of Murphy Body Company in August 1994 provided the Company with expanded refrigerated product lines, however, these new product lines were a very small percentage of the revenue growth. The principle benefit to date of the Murphy acquisition has been the additional capacity provided for the Company's existing refrigerated product lines. The increase in net income for the three months and six months ended June 30, 1995 can be directly attributed to the significant increase in revenues for the periods. The gross profit percentage changed very little from the prior year periods. Increases in the Company's basic raw material costs were offset by improved direct labor efficiency and lower overhead cost as a percentage of total revenues caused by the fixed nature of certain components of the overhead structure. Liquidity and Capital Resources Funds available under the Company's revolving credit agreement were sufficient to finance operations for the six months ended June 30, 1995, finance capital expenditures and service debt obligations. Availability under the Company's revolving credit agreement was $1.7 million at June 30, 1995. The ratio of current assets to current liabilities was 2.5 to 1 at June 30, 1995 compared to 2.2 to 1 at December 30, 1994. Capital expenditures in the period were $2,573,323 for the six months ended June 30, 1995. Major expenditures during the period were for the construction of the Company's patented Fiberglass Reinforced Plywood (FRP) machine and the building to house it. The Company also purchased property in Rhode Island for its sales/distribution facility servicing the New England area. These expenditures were funded with borrowings under the Company's revolving credit agreement. For the six months ended June 30, 1995 operating activities used $.2 million of cash compared to last years period ended June 30, 1994 when operating activities used $2.3 million of cash. The usage of cash in the 1995 period resulted from significantly higher levels of accounts receivable due to the strong growth in revenues. This usage was offset by cash provided as a result of the strong growth in earnings. The net usage of cash in the 1994 period resulted from a substantial growth in accounts receivable in that period, as well as the reduction in accounts payable as the Company availed itself of discounts. The Company believes cash flow from operations and funds available from outside financing sources will be sufficient to finance the balance of 1995 operations and planned capital expenditures. Part II. OTHER INFORMATION ITEM 4. Submission of Matters to a Vote of Security Holders Supreme Industries, Inc.'s annual meeting was held on June 22, 1995. Below is a summary of matters voted upon at that meeting. a) The following individuals were elected Directors by the holders of the Company's Class A Common Stock by a vote of 4,545,802 to 7,994 with no abstentions: H. Douglas Schrock Rice M. Tilley Rick L. Horn The following individuals were elected Directors by the holders of the Company's Class B Common Stock by a vote of 1,621,848 to 0 with no abstentions: William J. Barrett Robert J. Campbell Thomas Cantwell Herbert M. Gardner Omer G. Kropf Robert W. Wilson b) Coopers & Lybrand L.L.P. was ratified as the Company's independent auditors by a vote of 6,156,679 to 11,564 with 7,401 abstaining. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. a) Exhibits: Exhibit 11-Statement Regarding Computation of Per Share Earnings b) Reports on Form 8-K: None 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. SUPREME INDUSTRIES, INC. DATE: _____________ BY: /S/ROBERT W. WILSON Executive Vice President, Treasurer, Chief Financial Officer and Director (Principal Financial and Accounting Officer) (Signing on behalf of the Registrant and as Principal Financial Officer) INDEX TO EXHIBITS Exhibit No. Description Page 11 Statement Regarding Computation of Per Share Earnings 12 EXHIBIT 11 STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS SUPREME INDUSTRIES, INC. AND SUBSIDIARIES (Amount in thousands, except per share data) Six Months Ended June 30, 1995 1994 PRIMARY Average shares outstanding 7,417 7,213 Net effect of dilutive stock options and warrants - based on the treasury stock method using average market price 262 190 TOTAL 7,679 7,403 Net income $4,127 $2,583 Net income per share $ .54 $ .35 FULLY DILUTED Average shares outstanding 7,417 7,213 Net effect of dilutive stock options and warrants - based on the treasury stock method using the period-end market price, if higher than the average market price 483 190 Net effect of subordinated convertible notes 556 556 TOTAL 8,456 7,959 Net income $4,127 $2,583 Interest expense reduction due to assumed conversion of subordinated convertible notes - net of tax 67 65 Net income as adjusted $4,194 $2,648 Net income per share $ .50 $ 0.33
EX-27 2 WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
5 6-MOS DEC-31-1995 JUNE-30-1995 104,141 0 20,704,421 430,000 20,243,109 42,468,122 30,815,940 11,693,273 64,504,448 17,193,983 22,237,621 0 0 744,614 0 64,504,448 91,805,802 91,805,802 76,771,164 76,771,164 7,147,349 0 939,617 6,947,672 2,821,000 4,126,672 0 0 0 4,126,672 .54 .50