-----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, LnBX6zKu/Fytn1lu9lzNplzOcQ7Yl7aHBiVZefwWngA0VlGWi5154bQWPCOnhTU2 Pf9z7BYQCuC+Ouk/sxU81w== 0000004438-97-000009.txt : 19971027 0000004438-97-000009.hdr.sgml : 19971027 ACCESSION NUMBER: 0000004438-97-000009 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19971024 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMELCO CORP CENTRAL INDEX KEY: 0000004438 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL WORK [1731] IRS NUMBER: 990068616 STATE OF INCORPORATION: CA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: SEC FILE NUMBER: 000-06079 FILM NUMBER: 97700170 BUSINESS ADDRESS: STREET 1: 19208 S VERMONT AVE CITY: GARDENA STATE: CA ZIP: 90248 BUSINESS PHONE: 3103273070 MAIL ADDRESS: STREET 1: 19208 SOUTH VERMONT AVENUE CITY: GARDENA STATE: CA ZIP: 90248 10-Q/A 1 FORM 10-Q AMENDMENT 1 Form 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1997 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 0-6079 AMELCO CORPORATION (Exact name of registrant as specified in its charter) California 99-0068616 ---------- -------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 19208 South Vermont Avenue Gardena, California 90248 --------------------------- --------- (Address of principal executive offices) (Zip Code) (310) 327-3070 (Registrant's telephone number, including area code) Not Applicable (Former name, former address and former fiscal year, if changed since last report) 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, 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.
Outstanding at Class of Common Stock June 30, 1997 Common Stock, without par value 1,443,088
2 AMELCO CORPORATION AND SUBSIDIARIES INDEX PART I. FINANCIAL INFORMATION PAGE Consolidated Balance Sheets- June 30, 1997 and September 30, 1996 3 Consolidated Statements of Earnings - Nine months ended June 30, 1997 and 1996 4 Consolidated Statements of Earnings - Three months ended June 30, 1997 and 1996 5 Consolidated Statements of Cash Flow- Nine months ended June 30, 1997 and 1996 6 Notes to Consolidated Financial Statements 7 Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II. Other Information 10 Signature Page 10
3 Amelco Corporation and Subsidiaries Consolidated Balance Sheets
(Unaudited) June 30, September 30, 1997 1996 ------------- ------------- Assets - ------ Cash (note 4) $ 3,211,000 3,841,000 Receivables, net (note 2) 28,882,000 23,485,000 Inventories 67,000 62,000 Investment in and advances to joint ventures 295,000 138,000 Costs and recognized profits in excess of billings on uncompleted contracts 7,921,000 6,121,000 Deferred tax assets 136,000 216,000 Prepaid expenses and other 45,000 174,000 ----------- ----------- Total Current Assets 40,557,000 34,037,000 Note receivable from related party, noncurrent (note 5) - 3,271,000 Other notes receivable and noncurrent investments 239,000 307,000 Property, plant and equipment, net (note 5) 6,223,000 2,273,000 Other assets 198,000 158,000 ----------- ----------- Total Assets 47,217,000 40,046,000 =========== =========== Liabilities and Stockholders' Equity - ------------------------------------ Short term borrowings 1,100,000 600,000 Current portion of long term debt 71,000 61,000 Accounts payable 14,597,000 11,942,000 Accrued expenses 3,267,000 2,803,000 Federal and state income taxes 104,000 - Billings in excess of costs and recognized profits on uncompleted contracts 9,145,000 7,000,000 Other current liabilities 734,000 281,000 ----------- ----------- Total Current Liabilities 29,018,000 22,687,000 Long term debt, excluding current portion 2,024,000 2,079,000 Minority interest in subsidiary 37,000 28,000 Stockholders' equity: Common stock, without par value, authorized 3,000,000 shares,issued 2,214,008 5,535,000 5,535,000 Additional paid-in capital 7,427,000 7,427,000 Retained earnings 6,188,000 5,302,000 -------------- ------------ 19,150,000 18,264,000 Less treasury shares (3,012,000) (3,012,000) -------------- ------------ Total stockholders' equity 16,138,000 15,252,000 ------------- ------------ Total Liabilities and Stockholders' Equity $ 47,217,000 40,046,000 ============= ============
4 Amelco Corporation and Subsidiaries Consolidated Statements of Earnings Nine Months Ended June 30, 1997 and 1996 (Unaudited)
1997 1996 ------------- ------------- Revenues $ 76,674,000 88,322,000 Costs and operating expenses 67,686,000 80,421,000 ------------- ------------- Gross profit 8,988,000 7,901,000 General and administrative expenses 7,456,000 6,920,000 ------------- ------------- Operating income 1,532,000 981,000 ------------- ------------- Other income (expense): Interest expense (272,000) (295,000) Other, net 250,000 276,000 ------------- ------------- Total other income (expense) (22,000) (19,000) ------------- ------------- Earnings before income taxes 1,510,000 962,000 Income tax expense 615,000 394,000 Minority interest in earnings of subsidiary 9,000 15,000 ------------ ------------ Net earnings $ 886,000 553,000 ============ ============ Earnings per share: Net earnings per common share $ 0.61 $ 0.38 =========== ========= Weighted average number of common shares outstanding during the period 1,443,000 1,443,000 ========== ==========
5 Amelco Corporation and Subsidiaries Consolidated Statements of Earnings Three Months Ended June 30, 1997 and 1996 (Unaudited)
1997 1996 ------------- ------------ Revenues $ 32,197,000 29,750,000 Costs and operating expenses 29,296,000 26,970,000 ------------- ------------ Gross profit 2,901,000 2,780,000 General and administrative expenses 2,404,000 2,484,000 ------------- ------------ Operating income 497,000 296,000 ------------- ------------ Other income (expense): Interest expense (96,000) (85,000) Other, net 84,000 106,000 ------------- ------------ Total other income (expense) (12,000) 21,000 ------------- ------------ Earnings before income taxes 485,000 317,000 ------------- ------------ Income tax expense 200,000 130,000 Minority interest in earnings of subsidiary 4,000 9,000 ------------- ------------ Net earnings $ 281,000 178,000 ============= ============ Earnings per share: Net earnings per common share $ 0.19 $ 0.12 =========== =========== Weighted average number of common shares outstanding during the period 1,443,000 1,443,000 =========== ===========
6 Amelco Corporation and Subsidiaries Consolidated Statements of Cash Flows Nine Months Ended June 30, 1997 and 1996 (Unaudited)
1997 1996 ------------ ----------- Cash flows from operating activities: - ------------------------------------- Net earnings $ 886,000 553,000 ------------ ----------- Adjustments to reconcile income to net cash provided (used) by operating activities: Depreciation and amortization 292,000 314,000 Gain on sale of assets (1,000) (1,000) (Increase) decrease in assets and increase (decrease) in liabilities: Accounts receivable (5,397,000) 625,000 Investment in joint venture (157,000) 33,000 Inventories (5,000) 5,000 Costs and recognized profits in excess of billings on uncompleted contracts (1,800,000) 161,000 Prepaid expenses 129,000 (74,000) Other assets (40,000) (38,000) Accounts payable and accrued expenses 3,119,000 (2,897,000) Billings in excess of costs and recognized profits on uncompleted contracts 2,145,000 1,080,000 Income taxes payable 184,000 2,000 Other liabilities 453,000 (133,000) ------------ ----------- Total adjustments (1,078,000) (923,000) ------------ ----------- Net cash (used) by operating activities (192,000) (370,000) ------------ ----------- Cash flows from investing activities: - ------------------------------------- Decrease (increase) in notes receivable and other investments 68,000 19,000 Capital expenditures (971,000) (846,000) Proceeds from sale of assets 1,000 21,000 Other 9,000 15,000 ------------ ----------- Net cash (used) by investing activities (893,000) (791,000) ------------ ----------- Cash flows from financing activities: - ------------------------------------- Borrowings under revolving line of credit, net 500,000 1,200,000 Repayments of long term debt (45,000) (37,000) Borrowings of Long-term debt - 281,000 Borrowings under short term note payable - 638,000 Repayments of short term note payable - (682,000) Dividends paid - (217,000) ---------- ----------- Net cash provided by financing activities 455,000 1,183,000 ---------- ----------- Net increase (decrease) in cash and cash equivalents (630,000) 22,000 Cash and cash equivalents at beginning of period 3,841,000 3,863,000 ---------- ---------- Cash and cash equivalents at end of period $ 3,211,000 3,885,000 ============ =========== Non-cash financing and investing activities: - ------------------------------------------- Property acquired in exchange for reconveyance of note receivable $ 3,289,000 - ============ ===========
7 Amelco Corporation and Subsidiaries Notes to Consolidated Financial Statements 1. In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments, consisting of normal recurring adjustments necessary to present fairly the Company's financial position as of June 30, 1997 and September 30, 1996, the results of its operations for the three and nine months ended June 30, 1997 and 1996 and changes in cash flow for the nine months ended June 30, 1997 and 1996. These condensed financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's annual report on Form 10-K for the year ended September 30, 1996. 2. Retentions: Contract retentions which are collectible upon the owner's approval of contract performance on construction contracts are included under receivables and amount to $5,611,000 and $6,521,000 at June 30, 1997 and September 30, 1996, respectively. 3. Backlog: The backlog of uncompleted contracting work was approximately $113,141,000 on contracts in force as of June 30, 1997, compared with $89,517,000 as of September 30, 1996, inclusive of the Company's proportionate share of contract backlog from joint ventures amounting to $44,000 and $26,000 at June 30, 1997 and September 30, 1996, respectively. 4. Cash: Cash balances at June 30, 1997 include approximately $2,107,000 in restricted time deposits maintained in lieu of retention which will be released upon completion of the related construction projects. Interest income on these deposits are credited to the Company. 5. Property Acquisition: On April 4, 1997, the Company, through a newly formed wholly-owned subsidiary, purchased an office and warehouse property from Halau Corporation for a sales price of $3,964,000. The Company had been leasing this property as an office and administrative facility for its construction operations. The terms of the sale provided for a cash payment of $675,000 and the reconveyance of the balance of a note receivable owed by Halau Corporation to the Company. At September 30, 1996, the note receivable from Halau Corporation amounted to $3,306,000 (comprised of $3,271,000 as noncurrent note receivable and $35,000 as current receivable). 8 Amelco Corporation and Subsidiaries Management's Discussion and Analysis of Financial Condition and Results of Operations Capital Resources and Liquidity - ------------------------------- Cash balances decreased from $3,841,000 at September 30, 1996 to $3,211,000 at June 30, 1997. This decrease in cash of $630,000 consisted primarily of $192,000 used by operating activities and $893,000 by investing activities. These uses of cash were offset by $455,000 provided by financing activities. Cash used by operating activities consisted primarily of increases in accounts receivable of $5,397,000 and costs and recognized profits in excess of billings on uncompleted contracts of $1,800,000. This change was offset by increases in accounts payables and accrued expenses aggregating $3,119,000, billings in excess of costs and recognized profits on uncompleted contracts of $2,145,000 and net earnings from operating activities of $886,000. The change in receivables arises primarily from increased billings in the current quarter on new projects in California which will be collected in the following period. The change in costs and recognized profits in excess of billings on uncompleted contracts reflects costs incurred, primarily in the California operations, which will be billed in the succeeding quarter. Investing activities included capital expenditures primarily consisting of equipment purchases approximating $278,000 and the acquisition of an office property for $3,964,000 as further described in note 5 to the consolidated financial statements. This change was offset by decreases in notes receivables, including primarily the reconveyance of a note receivable to the owner of the office property as discussed in note 5 to the consolidated financial statements. Net cash provided by financing activities included primarily an increase of $500,000 in borrowings under the Company's lines of credit which was offset by repayments of long term debt of $45,000. The Company's construction backlog amounted to approximately $113,141,000 at June 30, 1997, of which approximately $95.0 million was in California, $3.8 million was in Hawaii and the Pacific Basin, and $14.3 million in other continental U. S. states. The Company's continues to maintain its lines of credit aggregating $7,000,000. At June 30, 1997, there was $1,100,000 borrowed under these lines of credit. Management believes that the present liquidity of the Company together with the availability of the aforementioned lines of credit are adequate to provide the necessary working capital to fund the Company's operations in the near term future. 9 Amelco Corporation and Subsidiaries Management's Discussion and Analysis of Financial Condition and Results of Operations (continued) Results of Operations - --------------------- Consolidated revenues decreased by 13.2% in the nine month period ended June 30, 1997 as compared to the prior year. The change in the nine month period results primarily from revenue decreases of approximately $5.4 million from the California operations, $3.6 million from the Hawaii operations and $2.7 million from construction operations in other western continental U. S. states. These changes in revenue volume reflect primarily the degree of success in bidding on new work as well as the scheduling requirements of the customer, and are not necessarily indicative of revenue volume or profitability in future periods. Gross profits increased by $1,087,000 in the nine month period ended June 30, 1997 as compared to the previous period. Gross profits as a percentage of revenue were 11.7% and 8.9% in the nine month periods ended June 30, 1997 and 1996, respectively. The change in gross margins reflects improved margins on construction work performed in the current period in both the California and Hawaii markets. The Company continues to experience highly competitive conditions in the commercial and industrial construction market. Management's ability to enhance profit margins in its business is largely limited to its ability to identify profitable bidding opportunities, estimate accurately during the bidding stage and upon award, to effectively manage jobsite performance. General and administrative expenses for the nine month period ended June 30, 1997 increased by approximately $536,000 as compared to the previous period. The change reflects primarily increases in staffing levels, compensation costs and estimating expenses. Staffing level changes included increases in project management, project engineers and administrative jobsite staff in response to the requirements of ongoing contracts in progress. Interest expense decreased by $23,000 in the nine month period ended June 30, 1997 due primarily to higher average outstanding borrowings under the Company's lines of credit in the previous period as compared to the current period. 10 Part II Other Information Item 4. Submission of Matters to a Vote of Security Holders The Company held its Annual Meeting of Shareholders on May 29, 1997 at which 1,047,484 or 72.6% of the outstanding shares were represented. At the meeting 99.9% of the voting shares were cast for the election of Samuel M. Angelich, Mark S. Angelich and John M. Carmack as directors for the ensuing year. 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. Amelco Corporation Date: August 14, 1997 By /s/ Patrick T. Miike ----------------------- Patrick T. Miike Chief Financial Officer, Vice President-Finance and Treasurer EX-27 2 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-Q FOR THE NINE MONTHS ENDED JUNE 30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 9-MOS SEP-30-1997 OCT-01-1996 JUN-30-1997 3,211 0 29,762 880 67 40,557 12,260 6,037 47,217 29,018 2,024 0 0 5,535 10,603 47,217 76,674 76,674 67,686 67,686 0 0 272 1,510 615 886 0 0 0 886 .61 .61
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