-----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, JLbB65PAmayFiYwXhq0T4VuUBSutnaVtR447I/uemw5HR3OyRYTfbDlZFq99yo95 t6WmJPilnBVTBDha8sX05w== 0000950109-97-000418.txt : 19970124 0000950109-97-000418.hdr.sgml : 19970124 ACCESSION NUMBER: 0000950109-97-000418 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970123 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOLT TECHNOLOGY CORP CENTRAL INDEX KEY: 0000354655 STANDARD INDUSTRIAL CLASSIFICATION: OIL & GAS FILED MACHINERY & EQUIPMENT [3533] IRS NUMBER: 060773922 STATE OF INCORPORATION: CT FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-12075 FILM NUMBER: 97509418 BUSINESS ADDRESS: STREET 1: FOUR DUKE PL CITY: NORWALK STATE: CT ZIP: 06854 BUSINESS PHONE: 2038530700 MAIL ADDRESS: STREET 1: FOUR DUKE PL CITY: NORWALK STATE: CT ZIP: 06854 10-Q 1 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 1996 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: 0-10723 BOLT TECHNOLOGY CORPORATION (Exact name of Registrant as specified in its charter) Connecticut 06-0773922 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Four Duke Place, Norwalk, Connecticut 06854 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (203) 853-0700 Indicate by a check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange 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 [ ] At January 16, 1997 there were 4,975,931 shares of common stock, without par value, outstanding. (1) BOLT TECHNOLOGY CORPORATION --------------------------- INDEX -----
Page Number ___________ Part I - Financial Information: Consolidated statements of income - three and six months ended December 31, 1996 and 1995 3 Consolidated balance sheets - December 31, 1996 and June 30, 1996 4 Consolidated statements of cash flows - six months ended December 31, 1996 and 1995 5 Notes to consolidated financial statements 6-7 Management's discussion and analysis of financial condition and results of operations 8-9 Part II - Other Information: Item 4 - Submission of Matters to a Vote of Security Holders 9 Item 6 - Exhibits and reports on Form 8-K 9 Signatures 10
(2) PART I - FINANCIAL INFORMATION BOLT TECHNOLOGY CORPORATION CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) -------------------------------------
Three Months Ended Six Months Ended December 31, December 31, ------------------ ---------------- 1996 1995 1996 1995 ---- ---- ---- ---- Revenues: Sales.................... $2,220,000 $1,677,000 $4,378,000 $3,636,000 Service.................. 133,000 100,000 293,000 270,000 ---------- ---------- ---------- ---------- 2,353,000 1,777,000 4,671,000 3,906,000 ---------- ---------- ---------- ---------- Costs and Expenses: Cost of sales............ 1,125,000 899,000 2,251,000 1,971,000 Cost of service.......... 177,000 187,000 345,000 440,000 Research and development........... 40,000 34,000 72,000 78,000 Selling, general and administrative........ 552,000 444,000 1,160,000 942,000 Interest, (income) expense net........... (13,000) 3,000 (22,000) 11,000 ---------- ---------- ---------- ---------- 1,881,000 1,567,000 3,806,000 3,442,000 ---------- ---------- ---------- ---------- Income before provision for income taxes......... 472,000 210,000 865,000 464,000 Provision for income taxes.. - - - - ---------- ---------- ---------- ---------- Net income............... $472,000 $210,000 $865,000 $464,000 ========== ========== ========== ========== Net income per common share. $0.09 $0.04 $0.17 $0.09 ========== ========== ========== ========== Weighted average common and common equivalent shares outstanding.............. 5,180,678 4,971,431 5,165,392 4,971,431 ========== ========== ========== ==========
See Notes to Consolidated Financial Statements. (3) BOLT TECHNOLOGY CORPORATION CONSOLIDATED BALANCE SHEETS --------------------------- ASSETS ------
December 31, June 30, 1996 1996 (unaudited) ----------- ----------- Current Assets: Cash and cash equivalents...... $1,646,000 $1,364,000 Accounts receivable, net....... 2,005,000 2,181,000 Inventories.................... 1,936,000 1,624,000 Prepaid expenses............... 583,000 543,000 ---------- ---------- Total current assets 6,170,000 5,712,000 ---------- ---------- Property and Equipment, net...... 138,000 96,000 ---------- ---------- Deferred Income Taxes............ 650,000 633,000 ---------- ---------- Other Assets..................... 22,000 21,000 ---------- ---------- $6,980,000 $6,462,000 ========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------
Current Liabilities: Accounts payable............... $ 670,000 $ 905,000 Accrued liabilities............ 570,000 685,000 ---------- ---------- Total current liabilities.... 1,240,000 1,590,000 ---------- ---------- Stockholders' Equity: Common stock,without par value. 24,663,000 24,660,000 Accumulated deficit............ (18,923,000) (19,788,000) ---------- ---------- Total stockholders' equity... 5,740,000 4,872,000 ---------- ---------- $6,980,000 $6,462,000 ========== ==========
See Notes to Consolidated Financial Statements. (4) BOLT TECHNOLOGY CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) --------------------------------
Six Months Ended December 31, ---------------- 1996 1995 ---- ---- Cash Flows From Operating Activities: Net income...................................... $865,000 $464,000 Adjustments to reconcile net income to cash provided by operating activities: Depreciation................................ 28,000 30,000 Deferred income taxes....................... (50,000) - -------- -------- 843,000 494,000 Change in Operating Assets and Liabilities Accounts receivable......................... 176,000 591,000 Inventories................................. (312,000) (115,000) Other assets................................ (8,000) (9,000) Accounts payable and accrued liabilities.... (350,000) (333,000) -------- -------- Net cash provided by operating activities... 349,000 628,000 -------- -------- Cash Flows From Investing Activities: Purchase of property and equipment.............. (70,000) (9,000) -------- -------- Net cash used in investing activities....... (70,000) (9,000) -------- -------- Cash Flows From Financing Activities: Net decrease in borrowings under revolving credit facility............................... - (103,000) Exercise of stock options....................... 3,000 - -------- -------- Net cash provided by (used in) financing activities.............................. 3,000 (103,000) -------- -------- Net increase in cash and cash equivalents......... $282,000 $516,000 ======== ======== Supplemental disclosure of cash flow information: Interest paid..................................... $12,000 $25,000 Income taxes paid................................. $62,000 $4,000
See Notes to Consolidated Financial Statements. (5) BOLT TECHNOLOGY CORPORATION --------------------------- NOTES TO CONSOLIDATED FINANCIAL STATEMENTS ------------------------------------------ (UNAUDITED) ----------- Note-1- Basis of Presentation ----------------------------- The consolidated balance sheet as of December 31, 1996, the consolidated statements of income for the three-month and six-month periods ended December 31, 1996 and 1995 and the consolidated statements of cash flows for the six- month periods ended December 31, 1996 and 1995 are unaudited. In the opinion of management, all adjustments necessary for a fair presentation of such financial statements have been included. Such adjustments consisted only of normal recurring items. Interim results are not necessarily indicative of results for a full year. It is suggested that the December 31, 1996 consolidated financial statements be read in conjunction with the consolidated financial statements and notes included in the Company's Annual Report and Form 10-K for the year ended June 30, 1996. The Company adopted the provisions of Statement of Financial Accounting Standards No. 121. "Accounting for Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of" in the first quarter of fiscal 1997. In accordance with the standard, the Company evaluates the carrying value of its long-lived assets, when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The adoption of the standard did not have any effect on the Company's consolidated financial position or results of operations. The Company adopted the provisions of Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based Compensation" in the first quarter of fiscal 1997. As provided for in the standard, the Company continues to apply Accounting Principals Board Opinion No. 25, "Accounting for Stock Issued to Employees" and related interpretations for employee stock compensation measurement and will disclose the required pro forma information in the 1997 Form 10-K. Note- 2- Credit Agreement ------------------------- The Company has a revolving credit facility with a domestic bank which allows for borrowings up to $1,200,000 based upon a formula comprised of 85% of eligible accounts receivable, inventory and equipment. At December 31, 1996 there were no borrowings outstanding under this agreement. The agreement will expire in July 1997, unless renewed and has an interest rate of 1 1/2% over the bank's prime rate. The Company also pays an annual fee equal to 1% of the facility limit. The lender has a first priority security interest in all of the Company's assets and, under the agreement, the Company must, among other things, maintain no less than $930,000 of net worth. The Company is restricted from paying dividends during the term of the loan agreement. Note 3 - Income Taxes --------------------- At December 31, 1996, the Company had net operating loss carry-forwards of approximately $15,800,000 which expire in the years 2001 through 2007. Management has recorded a net tax asset of $1,155,000 relating to the expected future benefits of the net operating loss carry-forwards and other deductible temporary differences expected to be realized during the carry-forward periods. (6) BOLT TECHNOLOGY CORPORATION --------------------------- NOTES TO CONSOLIDATED FINANCIAL STATEMENTS ------------------------------------------ (UNAUDITED) ----------- Note 3 - Income Taxes (cont'd.) ------------------------------- At December 31, 1996 and June 30, 1996, current deferred tax assets of $505,000 and $445,000, respectively, were included in the consolidated balance sheet under the caption "Prepaid expenses". For the quarter and six month period ended December 31, 1996, the Company offset its federal and state tax provisions by the use of previously reserved net operating loss carry-forwards. For the six months ended December 31, 1996, the Company reduced the valuation allowance for its deferred tax asset by $325,000 due primarily to the utilization of net operating loss carry-forwards. Note 4 - Inventories -------------------- Inventories, net of reserves, are comprised of the following:
December 31, June 30, 1996 1996 ------------ ---------- Raw materials and sub-assemblies.. $1,707,000 $1,453,000 Work-in process................... 229,000 171,000 ---------- ---------- $1,936,000 $1,624,000 ========== ==========
Note 5 - Property and Equipment --------------------------------- Property and equipment are comprised of the following:
December 31, June 30, 1996 1996 ------------- ------------ Building and leasehold improvements.. $ 534,000 $ 534,000 Geophysical equipment................ 2,567,000 2,682,000 Machinery and equipment.............. 4,095,000 4,030,000 Equipment held for rental............ 822,000 822,000 ----------- ----------- 8,018,000 8,068,000 Less accumulated depreciation........ (7,880,000) (7,972,000) ----------- ----------- $138,000 $ 96,000 =========== ===========
(7) BOLT TECHNOLOGY CORPORATION --------------------------- MANAGEMENT'S DISCUSSION AND ANALYSIS OF --------------------------------------- FINANCIAL CONDITION AND RESULTS OF OPERATIONS --------------------------------------------- Liquidity and Capital Resources - ------------------------------- Over the past three years the Company has financed its operating cash requirements from internally generated cash flow and borrowings from its revolving credit agreement. Cash flow from operating activities before changes in working capital items amounted to $843,000 for the six months ending December 31, 1996. Cash flow from operating activities after changes in working capital items was $349,000. Cash flow after changes in working capital items was reduced because of higher inventory levels required to support the increased level of sales and a decrease in accounts payable and accrued liabilities due to the payments of June 30, 1996 outstanding balances. The Company has a credit facility that allows for maximum borrowings of $1,200,000. There were no borrowings outstanding under this agreement at December 31, 1996 or June 30, 1996. The agreement will expire in July 1997, unless renewed. The Company believes that the liquidity provided by its revolving credit facility, cash balances and trade credit will be adequate to meet its operating cash needs over the next twelve months. Capital additions amounted to $70,000 for the first six months of fiscal 1997. Capital expenditures for fiscal 1997 are not expected to exceed $100,000 and will be funded from operating cash flow. Results of Operations - --------------------- Total revenue increased 32% for the second quarter and 20% for the first six months of fiscal 1997. The second quarter and six-month period reflect significant growth in marine equipment sales which increased 33% and 19%, respectively. The continued expansion of 3-D seismic surveys for exploration, development and reservoir production monitoring has been a major factor in the Company's sales growth. Service revenue from the Company's Wellseis(R) crew increased 33% for the quarter and 9% for the six month period. The major source of service revenue for the first six months of fiscal 1997 was generated from the Company's fracture diagnostic service performed in conjunction with the Gas Research Institute. Cost of sales as a percentage of sales decreased from 54% to 51% for both the three month and six month periods. The improvement in operating margins was a result of higher production efficiency because of the higher level of product sales and the effect of $70,000 of royalty income recorded in the second quarter. The Company does not anticipate that royalty income will be a significant source of future revenue. Cost of service decreased $10,000 for the quarter and $95,000 for the six months ended December 31, 1996 primarily due to lower consulting costs. Other operating costs (research and development and selling, general and administrative costs), increased by $114,000 for the second quarter and $212,000 for the six month period. The higher level of costs in the second quarter were caused by increased personnel costs commensurate with the overall growth in business and additional travel costs associated with increased marketing efforts. The increase for the first six months includes both of the factors that affected the second quarter and also the costs incurred in the first quarter in connection with the Company's listing of its common stock on the American Stock Exchange. (8) BOLT TECHNOLOGY CORPORATION --------------------------- MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL ------------------------------------------------- CONDITION AND RESULTS OF OPERATIONS (CONTINUED) ----------------------------------------------- Results of Operations (cont'd.) - --------------------- Interest income, net, increased for both periods presented due to higher levels of interest income recorded from short-term investments. For the quarter and six month period ended December 31, 1996 no tax provision was required since the Company offset its federal and state tax provisions by the use of previously reserved net operating loss carry-forwards. The Company adopted the provisions of Statement of Financial Accounting Standards No. 121, "Accounting for Impairment of Long-Lived Assets and for Long- Lived Assets to be Disposed of" in the first quarter of 1997. In accordance with the standard, the Company evaluates the carrying value of its long-lived assets, when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The adoption of the standard did not have any effect on the Company's consolidated financial position or results of operations. The Company adopted the provisions for Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based Compensation" in the first quarter of fiscal 1997. As provided for in the standard, the Company continues to apply Accounting Principals Board Opinion No. 25, "Accounting for Stock Issued to Employees" and related interpretations for employee stock compensation measurement and will disclose the required pro forma information in the 1997 Form 10-K. PART II - OTHER INFORMATION --------------------------- Item 4 - Submission of Matters to a Vote of Security Holders - ------------------------------------------------------------ At the Annual Meeting of Shareholders held on November 19, 1996, the following actions were taken. The following Directors were elected for a term of three years: Kevin M. Conlisk Joseph Mayerick, Jr. Gerald A. Smith Item 6 - Exhibits and Reports on Form 8-K - ----------------------------------------- (a) Exhibits. -------- (11) Statement re computation of earnings per share. (27) Financial data schedule, which is submitted electronically to the Securities and Exchange Commission for information only and not filed. (b) Reports on Form 8-K. ------------------- No reports on Form 8-K were filed by the Company during October, November or December 1996. (9) BOLT TECHNOLOGY CORPORATION --------------------------- 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. /s/ Raymond M. Soto --------------------------- President and Chief Executive Officer (Principal Executive Officer and Principal Financial Officer) /s/ Alan Levy ---------------------------------- Vice President-Finance Secretary and Treasurer (Principal Accounting Officer) January 20, 1997 (10) EXHIBIT 11 PART II - EXHIBIT 11 Computation of Net Income per Share of Common Stock ---------------------------------------------------
Three Months Ended Six Months Ended December 31, December 31, ------------------ ---------------- 1996 1995 1996 1995 ---- ---- ---- ---- Primary: Net Income $ 472,000 $ 210,000 $ 865,000 $ 464,000 ========== ========== ========== ========== Average common shares outstanding 4,972,066 4,971,431 4,971,748 4,971,431 Shares which assume exercise of stock options reduced by the nmber of shares which could be purchased with proceeds from exercise of stock options at the average market price per share of common stock 208,612 136,034 193,644 122,482 ---------- ---------- ---------- ---------- Average common and common equivalent shares outstanding 5,180,678 5,107,465(1) 5,165,392 5,093,913(1) ========== ========== ========== ========== Primary earnings per share $0.09 $0.04 $0.17 $0.09 ========== ========== ========== ========== Fully diluted: Net income $ 472,000 $ 210,000 $ 865,000 $ 464,000 ========== ========== ========== ========== Average common shares outstanding 4,972,066 4,971,431 4,971,748 4,971,431 Shares which assume exercise of stock options reduced by the number of shares which could be purchased with proceeds from exercise of stock options at the quarter ending market price per share of common stock 203,381 136,034 203,381 136,034 ---------- ---------- ---------- ---------- Average common and common equivalent shares outstanding 5,175,447(1) 5,107,465(1) 5,175,129(1) 5,107,465(1) ========== ========== ========== ========== Fully diluted earnings per share $0.09 $0.04 $0.17 $0.09 ========== ========== ========== ==========
(1) This calculation is submitted in accordance with Item 601(b) 11 of Regulation S-K although not required by APB Opinion No. 15 because the options result in dilution of less than 3%. (11)
EX-27 2 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FINANCIAL STATEMENTS FOR THE PERIOD ENDING DECEMBER 31, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 6-MOS JUN-30-1997 JUL-01-1996 DEC-31-1996 1,646,000 0 2,005,000 0 1,936,000 6,170,000 0 0 6,980,000 1,240,000 0 0 0 24,663,000 (18,923,000) 6,980,000 4,378,000 4,671,000 2,251,000 2,596,000 1,232,000 0 (22,000) 865,000 0 865,000 0 0 0 865,000 .17 .17
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