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UNITED
STATES FORM 10-QSB X
QUARTERLY REPORT UNDER SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
TRANSITION REPORT UNDER SECTION
13 OR 15(d) OF THE EXCHANGE ACT Commission
File No. 0-147 HICKOK INCORPORATED
Ohio 34-0288470 (State or
other jurisdiction of incorporation or
organization) (IRS Employer Identification No.) 10514 Dupont
Avenue, Cleveland, Ohio 44108 (Address of
principal executive offices) (Zip Code) Issuer's
telephone number (216) 541-8060 Check whether the
issuer (1) filed all reports
required to be filed by Section 13 or 15(d) of
the Exchange Act during the past 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___
Item 1.
Financial Statements: HICKOK INCORPORATED Three months ended Net Sales Product
Sales Service
Sales
Total Net Sales Cost
of Product Sold Cost
of Service Sold Product
Development Marketing
and Administrative Interest
Charges Other
Income Income
<Loss> before Provision for Income Taxes Provision
for <Recovery of> Income Taxes Earnings per
Common Share: Income
<Loss> before cumulative Net Income
<Loss> Earnings per
Common Share Assuming Dilution: Net Income
<Loss> Dividends
per Common Share See Notes to Consolidated Financial
Statements December 31, September 30, December 31, Assets Current
Assets Cash and Cash
Equivalents Trade Accounts
Receivable-Net Inventories Deferred Income
Taxes Prepaid Expenses Total Current Assets Property,
Plant and Equipment Land Buildings Machinery
and Equipment Total Property - Net Other Assets Deferred Income
Taxes Deposits Total Other Assets Total Assets December 31, September 30, December 31, Liabilities
and Stockholders' Equity Current
Liabilities Trade Accounts
Payable Accrued Payroll
& Related Expenses Accrued Expenses Accrued Taxes
Other Than Income Accrued Income
Taxes Total Current Liabilities Stockholders'
Equity Class A, $1.00 par value; Class B, $1.00
par value; Contributed
Capital Retained Earnings Total Stockholders' Equity Total Liabilities
and HICKOK INCORPORATED Cash Flows
from Operating Activities: Cash
received from customers Cash
paid to suppliers and employees Interest
paid Interest
received Income
taxes <paid> refunded
Net Cash Provided By <Used
In> Operating Cash Flows
from Investing Activities: Capital
expenditures
Net Cash Provided By <Used
in> Investing Cash Flows
from Financing Activities:
Net Cash Provided By <Used
In> Financing Net increase
<decrease> in cash and cash equivalents Cash and cash
equivalents at beginning of year Cash and cash
equivalents at end of first quarter See Notes
to Consolidated Financial Statements Reconciliation
of Net Income <Loss> to Net Cash
Provided By <Used In> Operating
Activities: Net
Income <Loss> Adjustments
to reconcile net income <loss>
to
Depreciation
Changes in assets
and liabilities:
Decrease
<Increase> in accounts
Decrease
<Increase> in inventories
Decrease
<Increase> in prepaid expenses
Increase
<Decrease> in accounts payable
Increase
<Decrease> in accrued payroll
Increase
<Decrease> in accrued expenses
Increase
<Decrease> in accrued income
Total
Adjustments
Net
Cash Provided By <Used In> HICKOK
INCORPORATED The accompanying
unaudited consolidated financial
statements have been prepared in accordance
with generally accepted accounting principles for
interim financial information and with the instructions
to Form 10-QSB and Article 10 of Regulation S-X.
Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion
of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the
three month period ended December 31, 2006 are not necessarily
indicative of the results that may be expected for the year
ended September 30, 2007. For further information, refer
to the consolidated financial statements and footnotes
thereto included in the Company's annual report on Form 10-KSB
for the year ended September 30, 2006. 2. Short-term
Investments Investments
are comprised of marketable securities in
the form of mutual funds. Marketable securities are
classified as available-for-sale and are recorded at their
fair market value. Unrealized gains or losses resulting
from changes in fair value are recorded as a component of
comprehensive income (loss). Short-term investments are
as follows: The following
table sets forth the computation of comprehensive income:
Inventories are valued
at the lower of cost or market and consist of the following: December 31,
September
30, December 31, Components $2,225,917 $2,392,394 $2,569,133 Work-in-Process Finished Product 754,360 722,073 $3,356,043 $3,763,074 $4,240,628 The above amounts
are net of reserve for obsolete
inventory in the amount of $706,746, $675,000 and $478,495
for the periods ended December 31, 2006, September
30, 2006 and December 31, 2005 respectively.
4. Short-term
Financing The Company has
a credit agreement with its financial lender that
provides for a secured revolving credit
facility of $2,500,000 with interest
generally equal to two and one half percent
per annum plus one month LIBOR. The agreement is set
to expire in February 2008. The agreement
is secured by the Company's investments, accounts
receivable, inventory, equipment and
general intangibles. The credit
agreement contains
affirmative covenant
requirements, tested on an annual basis,
that require the Company to maintain a tangible
net worth of $8,000,000 and a pre-tax interest
coverage ratio of not less than 3.0 to 1.0. In addition, a borrowing
base addendum generally allows
for borrowing based on an amount equal
to eighty five percent of eligible receivables,
plus an amount equal to the lesser of either forty
percent of eligible inventory or $1,000,000. The revolving
credit facility is subject to a review by the Company's
lender in 2008. The Company had
no outstanding borrowings under
this loan facility at December 31, 2006. 5. Capital Stock,
Treasury Stock, Contributed Capital
and Stock Options Under the Company's
Key Employees Stock Option
Plans (collectively the "Employee Plans"),
incentive stock options, in general, are exercisable
for up to ten years, at an exercise price of not
less than the market price on the date the option is granted.
Non-qualified stock options may be granted at such
exercise price and such other terms and conditions as
the Compensation Committee of the Board of Directors may determine.
No options may be granted at a price less than $2.925. Options for 103,550
Class A shares were outstanding at December 31,
2006 (117,450 shares at September 30, 2006 and 117,450
shares at December 31, 2005) at prices ranging from
$3.125 to $10.75 per share. Options for 13,900 at a price of $10.75
per share were
canceled during the three month period ended December 31, 2006.
No other options were granted, exercised or canceled during
the three month periods presented under the Employee Plans. All options granted under
the Employee Plans are exercisable at December 31,
2006. The Company's Outside
Directors Stock Option Plans (collectively
the "Directors Plans"), provide for
the automatic grant of options to purchase up to
48,000 shares (less 45,000 options which were
either canceled, expired or unissued) of
Class A Common Stock to members of the Board of Directors
who are not employees of the Company, at the fair
market value on the date of grant. Options for 48,000 Class
A shares were outstanding at December 31, 2006 (48,000 shares
at September 30, 2006 and 45,000 shares at December 31, 2005)
at prices ranging from $3.55 to $18.00 per share. All outstanding
options under the Directors Plans become fully exercisable
on February 23, 2009. The following is a summary
of the range of exercise prices for stock options
outstanding and exercisable under the Employee
Plans and the Directors Plans at December 31, 2006:
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________________________________________________
(Exact name of small business
issuer as specified in its charter)
As of February 9,
2007: 756,379 Hickok Incorporated
Class A Common Shares and 454,866 Class B Common Shares
were outstanding.
Transitional
Small Business Disclosure Format (Check one): Yes___No X
CONSOLIDATED INCOME STATEMENTS
(Unaudited)
December 31,
2006
2005
$2,038,235
$2,493,348
153,395
209,876
2,191,630
2,703,224
Cost and Expenses
1,269,861
1,327,120
164,273
148,153
463,388
383,328
Expenses914,132
863,999
1,792
14,049
<52,935>
<191,728>
Total Costs and Expenses
2,760,511
2,544,921
<568,881>
158,303
<193,000>
53,800
Income
<Loss> before cumulative
effect of change in accounting
principle
$<375,881>
$104,503
Cumulative
effect of change in
accounting for stock based compensation
net of tax of $8,000
14,863
-
Net Income <Loss>
$<390,744>
$104,503
effect of change in accounting principle
$<.31>
$.09
Cumulative
effect of change in
accounting for stock based compensation
<.01>
-
$<.32>
$.09
Income <Loss>
before cumulative
effect of change in accounting principle
$<.31>
$.08
Cumulative
effect of change in
accounting for stock based compensation
<.01>
-
$<.32>
$.08
$.10
$-0-
CONSOLIDATED BALANCE
SHEET
Note: Amounts
derived from audited financial statements
previously filed with the
2006
(Unaudited)
2006
(Note)
2005
(Unaudited)
$1,377,563
$61,363
$82,535
Short-term Investments
908,415
848,698
1,280,374
1,186,258
4,382,383
1,455,779
3,356,043
3,763,074
4,240,628
525,300
524,400
934,600
103,588
61,749
148,990
7,457,167
9,641,667
8,142,906
229,089
229,089
229,089
1,492,161
1,492,161
1,492,161
2,682,369
2,581,618
2,620,102
4,403,619
4,302,868
4,341,352
Less: Allowance for Depreciation
3,475,464
3,412,447
3,356,720
928,155
890,421
984,632
1,766,400
1,573,400
1,347,900
1,750
1,750
1,750
1,768,150
1,575,150
1,349,650
$10,153,472
$12,107,238
$10,477,188
Securities and Exchange Commission.
See Notes to Consolidated Financial Statements
2006
(Unaudited)
2006
(Note)
2005
(Unaudited)
Short-term Financing
$-
$1,348,000
$689,000
228,436
364,702
462,626
644,947
666,053
293,397
Dividends
Payable
121,124
-
-
191,876
270,959
287,836
77,118
68,794
72,399
106,593
133,093
103,934
1,370,094
2,851,601
1,909,192
authorized 3,750,000
shares;
756,379 shares
outstanding
(756,379 shares outstanding
at September 30, 2006 and December
31, 2005) excluding 15,795 shares
in treasury (15,795,
September
30, 2006 and December
31, 2005)
756,379
756,379
756,379
authorized 1,000,000 shares;
454,866 shares outstanding
excluding 20,667
shares in
treasury
454,866
454,866
454,866
Accumulated
Comprehensive Income
(net of tax)
118,602
104,869
116,338
957,142
931,266
931,266
6,496,389
7,008,257
6,309,147
8,783,378
9,255,637
8,567,996
Stockholders' Equity
$10,153,472
$12,107,238
$10,477,188
CONSOLIDATED STATEMENTS OF CASH
FLOWS
FOR THE THREE MONTHS ENDED DECEMBER
31,
(Unaudited)
2006
2005
$5,387,755
$2,278,462
<2,591,678>
<3,100,579>
<3,117>
<14,049>
10,991
647
<39,000>
-
Activities
2,764,951
<835,519>
<100,751>
<16,835>
Sale of short-term
investments
-
900,000
Activities
<100,751>
883,165
Decrease
in short-term financing
<1,348,000>
<111,000>
Activities<1,348,000>
<111,000>
1,316,200
<63,354>
61,363
145,889
$1,377,563
$82,535
2006
2005
$<390,744>
$104,503
net cash
provided by operating activities:
63,017
66,993
Dividends reinvested
<38,883>
<63,660>
Gain on disposal of investments
-
<122,344>
Share-based compensation expense
25,876
-
Deferred income taxes
<201,000>
53,800
receivable
3,196,125
<424,762>
407,031
<555,999>
<41,840>
<106,846>
<136,266>
157,469
and
related expenses<21,106>
33,305
and accrued taxes
other than income
<70,759>
22,022
taxes
<26,500>
-
3,155,695
<940,022>
Operating Activities
$2,764,951
$<835,519>
Non-cash disclosures:
Dividends payable
$121,124
$-0-
NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS (Unaudited)
DECEMBER 31, 2006
1. Basis of
Presentation
December 31,
December 31,
2006
2005
COST
MARKET
COST
MARKET
Fair market value Mutual funds
$728,713
$908,415
$1,104,036
$1,280,374
Less Cost
728,713
1,104,036
Gross unrealized gains on short-term investments
179,702
176,338
Deferred income taxes
61,100
60,000
Accumulated comprehensive income (net of
tax)
$118,602
$116,338
Gains (Losses):
Gross unrealized gains
$179,702
$176,338
Gross unrealized losses
-
-
$179,702
$176,338
December 31,
2006
December 31, 2005
Net Income (Loss)
$<390,744>
$104,503
Unrealized gain (loss)on investments (net of tax)
13,733
<8,474>
Reclassification adjustment for <gain> loss included in
net earnings (net of tax)
-
<93,326>
Comprehensive income (Loss)
$<377,011>
$2,703
Gains (Losses):
Gross realized gains
$ -
$122,344
Gross realized losses
-
-
3. Inventories
2006
2006
2005
375,766
648,607
839,587
831,908
Employee
Plans
Outstanding Stock
Options Exercisable
Share Price
Range of exercise prices:
$3.13 - 5.00
$7.13 - 10.50
Directors
Plans |
|
Share Price |
Weighted Average
Remaining Life
|
Number of Stock Options
Exercisable |
Weighted Average Share
Price |
Range of exercise prices: | |||||
$3.55 - 5.25 |
22,000
|
$4.21
|
5.3
|
16,000 |
$3.81 |
$6.45 - 8.50 |
23,000
|
$7.46
|
4.1
|
17,000 |
$7.72 |
$12.25 |
3,000
|
$12.25
|
1.3
|
3,000 |
$12.25 |
|
|
||||
48,000
|
$6.27
|
|
36,000 |
$6.36 |
|
|
|
On October 1, 2006, the
Company adopted Statement of Financial Standards SFAS No. 123(R), Share-Based
Payment, under the modified prospective method for its stock options for both
employees and non-employee Directors. The Company previously
accounted for stock-based compensation plans under the disclosure only provisions
of SFAS 123, which allowed the Company to continue
to measure compensation costs for those plans using
the intrinsic value-based method of accounting prescribed
by APB Opinion No. 25, "Accounting for Stock
Issued to Employees".
Compensation cost
for fixed based awards are measured at the grant date, and the
Company uses the Black-Scholes option pricing model to determine
the fair value estimates for recognizing the cost of employee
and director services received in exchange for an award of equity instruments.
The Black-Scholes
option pricing model requires the use of subjective
assumptions which can materially affect the fair
value estimates. Employee stock options are immediately exercisable while Director's
stock options are exercisable over a three year period. The fair value of
stock option grants to Directors is amortized over the three year vesting
period. During the quarter ended December 31, 2006 $3,013 was expensed as
share-based compensation. The following weighted-average assumptions
were used in the option pricing model for the three month
periods ended December 31, 2006 and 2005 respectively: a
risk free interest rate of 6.0% and 4.9%; an expected life
of 8 and 8 years; an expected
dividend yield of 0.0% and 0.0%; and
a volatility factor of .35 and .41.
Three months ended December 31, 2005 |
|
||
Net Income <Loss>
as reported |
$104,503 |
|
Deduct: Total stock-based
employee and Director compensation
expense determined under fair value based method
for all awards, net of related tax effects |
3,008 |
|
|
||
Pro forma Net Income
<Loss> |
$101,495 |
|
As Reported: |
||
Basic Income
<Loss> per share |
$.09 |
|
Diluted Income <Loss>
per share |
$.08 |
|
Pro Forma: |
||
Basic Income <Loss>
per share |
$.08 |
|
Diluted Income <Loss>
per share |
$.08 |
6. Recently Issued Accounting Pronouncements
In December 2004,
the Financial Accounting Standards Board issued SFAS No. 123(R),
Share-Based Payments. SFAS No. 123(R) is a revision of FASB Statement
No. 123, Accounting for Stock-Based Compensation and supersedes APB
Opinion No. 25. The Company adopted this pronouncement in its
current quarter ended December 31, 2006 (see note 5).
In July
2006, the Financial
Accounting Standards Board issued Interpretation
No. 48, Accounting for Uncertainty in Income Taxes.
The Interpretation prescribes a recognition threshold and
measurement attribute for the financial statement recognition
and measurement of a tax position taken or expected to be taken
in a tax return. The Interpretation also provides guidance
on derecognition, classification, interest and penalties,
accounting in interim periods, disclosure and transition.
The Company will adopt the provisions of Interpretation
No. 48 effective October
1, 2007. The Company does not anticipate
any material impact to its financial condition or results
of operations due to the adoption of Interpretation
No. 48.
7. Earnings per Common Share
Earnings per common share
are based on the provisions
of FAS Statement No. 128, "Earnings per
Share." Accordingly, the adoption of this statement
did not affect the Company's results of operations,
financial position or liquidity. The effects of
applying FAS No. 128 on earnings per share and required
reconciliations are as follows:
Three Months ended December 31, |
||
2006 |
2005 |
|
Basic Income <Loss> per Share |
|
|
Income <Loss>
available |
$<390,744> |
$104,503 |
|
|
|
Shares denominator |
1,211,245 |
1,211,245 |
|
|
|
Per share amount |
$<.32> |
$.09 |
|
|
|
Effect of Dilutive Securities |
|
|
Average shares outstanding |
1,211,245 |
1,211,245 |
Stock options |
- |
21,551 |
|
|
|
|
1,211,245 |
1,232,796 |
|
||
Diluted Income <Loss> per Share |
|
|
Income <Loss> available to common stockholders |
$<390,744> |
$104,503 |
|
|
|
Per share amount |
$<.32> |
$.08 |
|
|
Options to purchase 151,550 and 85,600
shares of common stock during the first quarter
of fiscal 2006 and the first quarter of fiscal
2005, respectively, at prices ranging from $3.125 to $18.00 per share were outstanding
but were not included in the computation
of diluted earnings per share because the option's
effect was antidilutive or the exercise price
was greater than the average market price of the common
share.
8. Segment and Related Information
The Company adopted SFAS No. 131, Disclosures about Segments of an Enterprise and Related Information, which changes the way the Company reports the information about its operating segments.
The Company's four business units have a common management team and infrastructure that offer different products and services. The business units have been aggregated into two reportable segments: 1.)indicators and gauges and 2.)automotive related diagnostic tools and equipment.
Indicators and
Gauges
This segment consists of products
manufactured and sold primarily to companies
in the aircraft and locomotive industry.
Within the aircraft market, the primary customers
are those companies that manufacture or service business
and pleasure aircraft. Within the locomotive
market, indicators and gauges are sold to both
original equipment manufacturers and to operators of railroad
equipment.
Automotive Diagnostic
Tools and Equipment
This segment consists primarily
of products designed and manufactured
to support the testing or servicing of automotive systems
using electronic means to measure vehicle parameters.
These products are sold to OEM's and to the aftermarket
using several brand names and a variety of distribution
methods. Included in this segment are products used for state
required testing of vehicle emissions. Also included in this
segment are fastening control products
used primarily by large manufacturers to monitor
and control the "nut running process" (the controlled tightening
of threaded fasteners)in assembly plants. This equipment provides
high quality joint control and documentation.
Information by industry
segment is set forth below:
Three Months Ended |
|
2006 |
2005 |
|
Net Sales |
|
|
Indicators and Gauges |
$454,034 |
$504,317 |
Automotive
Diagnostic Tools and Equipment |
1,737,596 |
2,198,907
|
|
|
|
|
$2,191,630 |
$2,703,224 |
|
|
|
Income <Loss> before Provision for Income Taxes |
||
Indicators and Gauges |
$<12,163> |
$112,504 |
Automotive
Diagnostic Tools and Equipment |
<215,975> |
224,122 |
General Corporate Expenses |
<340,743> |
<178,323> |
|
|
|
|
$<568,881> |
$158,303 |
|
|
|
Asset Information |
|
|
Indicators and Gauges |
$800,359 |
$797,122 |
Automotive
Diagnostic Tools and Equipment |
3,725,904 |
4,885,440
|
Corporate |
5,627,209 |
4,794,626
|
|
|
|
|
$10,153,472 |
$10,477,188 |
|
|
|
Geographical Information |
|
|
Included in the consolidated
financial statements are the following
amounts related to geographical locations: |
||
|
|
|
Revenue: |
|
|
United States |
$2,001,529 |
$2,652,063 |
Australia |
48,077 |
- |
Canada |
55,148 |
44,988 |
Germany |
83,523 |
- |
Other foreign countries |
3,353 |
6,173 |
|
|
|
$2,191,630 |
$2,703,224 |
|
|
|
All export sales
to Australia, Canada, Germany
and other foreign countries are made in United
States of America Dollars.
Item 2. Management's Discussion and Analysis or Plan of Operation.
Results
of Operations, First Quarter
(October 1, 2006 through December 31,
2006)
Fiscal 2007 Compared to First
Quarter Fiscal 2006
-----------------------------------------------------------------------------------------
Reportable Segment Information
The Company has determined that it has two reportable segments: 1)indicators and gauges and 2)automotive related diagnostic tools and equipment. The indicators and gauges segment consists of products manufactured and sold primarily to companies in the aircraft and locomotive industry. Within the aircraft market, the primary customers are those companies that manufacture or service business and pleasure aircraft. Within the locomotive market, indicators and gauges are sold to both original equipment manufacturers and to operators of railroad equipment. Revenue in this segment was $454,034 and $504,317 for the first quarter of fiscal 2007 and fiscal 2006, respectively. The automotive diagnostic tools and equipment segment consists primarily of products designed and manufactured to support the testing or servicing of automotive systems using electronic means to measure vehicle parameters. These products are sold to OEM's and to the aftermarket using several brand names and a variety of distribution methods. Included in this segment are products used for state required testing of vehicle emissions. Also included in this segment are fastening control products used primarily by large manufacturers to monitor and control the "nut running process" (the controlled tightening of threaded fasteners)in assembly plants. This equipment provides high quality joint control and documentation. Revenue in this segment was $1,737,596 and $2,198,907 for the first quarter of fiscal 2007 and fiscal 2006, respectively.
Results of Operations
Product sales for the quarter ended December 31, 2006 were $2,038,235 versus $2,493,348 for the quarter ended December 31, 2005. The decrease in product sales during the current quarter of approximately $455,000 was volume related due primarily to decreased sales of automotive diagnostic products, primarily, diagnostic products to the aftermarket which includes emissions products of approximately $447,000, indicator products of approximately $38,000 and fastening systems products of approximately $41,000. Sales of diagnostic products to OEM's increased by approximately $71,000. Product sales are expected to increase during the remainder of the fiscal year. This expectation is based on the Company's belief that it will obtain certification on a product that will result in large orders from a customer in its third and fourth quarters of fiscal 2007.
Service sales for the quarter ended December 31, 2006 were $153,395 versus $209,876 for the quarter ended December 31, 2005. The decrease was volume related and due primarily to a lower sales volume for chargeable repairs. The current level of service sales related to product repair sales is expected to continue for the balance of the fiscal year.
Cost of product sold in the first quarter of fiscal 2007 was $1,269,861 (62.3% of product sales) as compared to $1,327,120 (53.2% of product sales) in the first quarter of fiscal 2006. The increase in the cost of product sold percentage was due primarily to a lower sales volume, lower plant utilization and a change in product mix. The current cost of product sold percentage is anticipated to decrease for the balance of the fiscal year.
Cost of service sold in the first quarter of fiscal 2007 was $164,273 (107.1% of service sales) as compared to $148,153 (70.6% of service sales) in the first quarter of fiscal 2006. The dollar increase was due primarily to a higher volume of warranty repairs. The increase in the cost of services sold percentage was primarily due to lower plant utilization and higher warranty costs. The current cost of services sold percentage is anticipated to decrease for the balance of the fiscal year.
Product development expenses were $463,388 in the first quarter of fiscal 2007 (22.7% of product sales) as compared to $383,328 (15.4% of product sales) in the first quarter of fiscal 2006. The dollar increase was due primarily to increased labor costs. The percentage increase was due primarily to lower product sales. The prior year first quarter benefited from the temporary wage and staff reductions initiated in August 2005. Temporary wage reductions were removed as of January 1, 2006. The current level of product development expenses is expected to increase slightly for the balance of the fiscal year.
Marketing and administrative expenses were $914,132 (41.7% of total net sales) in the first quarter of 2007 versus $863,999 (32.0% of total net sales) for the same period a year ago. The percentage increase was due primarily to the decrease in the level of total sales for the current quarter. Marketing expenses were approximately $522,000 in the first quarter of fiscal 2007 versus $508,000 for the same period a year ago. Within marketing expenses, labor costs increased by approximately $29,000 offset in part by a decrease in advertising expense and collection expense of approximately $8,000 and $9,000 respectively. The prior year first quarter benefited from the temporary wage and staff reductions initiated in August 2005. The temporary wage reductions were removed as of January 1, 2006. Administrative expenses were approximately $392,000 in the first quarter of fiscal 2007 versus $356,000 for the same period a year ago. The dollar increase was due primarily to increased labor costs during the current quarter. The percentage increase was due primarily to lower sales in the current quarter. The prior year first quarter benefited from the temporary wage and staff reductions initiated in August 2005. The temporary wage reductions were removed as of January 1, 2006. The current level of marketing and administrative expenses is expected to increase slightly for the remainder of the fiscal year.
Interest expense was $1,792 in the first quarter of fiscal 2007 which compares with $14,049 in the first quarter of fiscal 2006. The decrease in interest charges in the current quarter compared to a year ago was due to a lower level of short-term borrowing during the current fiscal year. The current level of interest expense is expected to continue for the second quarter of fiscal 2007 and increase in the second half of the year due to expected financing requirements of anticipated large orders.
Other income was
$52,935 in the first quarter of fiscal 2007
which compares with $191,728 in the first quarter
of fiscal 2006. Other income consists primarily of realized
gains on the sale of short-term investments, dividend income on short-term investments, interest income on cash
and cash equivalents invested and the proceeds from
the sale of scrap metal shavings. The decrease is due
primarily to no realized gains on the sale of short-term investments
during the current quarter.
Recovery of income
taxes in the first quarter of fiscal 2007 was $193,000 which compares
with income taxes of $53,800 in the first quarter of fiscal 2006. In the
first quarter of fiscal 2007 the recovery of income taxes was recorded
at an
effective tax recovery rate of 34%. The effective tax rate
for fiscal 2006 was 34%.
The net loss in
the first quarter of fiscal 2007 was $390,744. The
net loss for the current quarter is primarily the result
of a lower sales volume. This compares with net
income in the
first quarter of fiscal 2006 of $104,503.
The
net income in fiscal 2006 was primarily the result of realized gains on the sale of short-term
investments and a higher sales volume that enabled approximately
break-even results from operations. In addition, the prior
year first quarter benefited from the temporary wage and staff
reductions initiated in August 2005. The temporary wage reductions
were removed as of January 1, 2006.
The
Company continues to invest in a possible opportunity that could
result in substantial future revenues. Recent developments related
to this opportunity lead the Company to believe that significant sales related
to this opportunity will occur in fiscal 2007. This large opportunity
is more fully discussed in the Company’s 2006 fiscal year Form 10-KSB
filing and the Company's 2006 Annual Report to Shareholders. With
the projected continuing growth in the Company’s core businesses,
management projects increased sales or future cost cutting measures
will generate sufficient taxable income during the carryforward
period to fully realize deferred tax benefits and credits to be earned
in the future. The tax benefits have the effect of reducing future
federal income taxes payable. The research and development credit and
net operating loss carryforwards will begin to expire in 2019.
Unshipped customer orders as of December 31, 2006 were $880,000 versus $2,914,000 at December 31, 2005. The decrease was due primarily to decreased orders in automotive diagnostic products of $2,099,000, specifically, $1,857,000 for diagnostic products to automotive OEM's, $147,000 for fastening systems products and aftermarket products of $97,000. Indicator products increased by approximately $65,000. The Company anticipates that most of the current backlog will be shipped in fiscal 2007.
Liquidity and Capital Resources
Total current assets were $7,457,167, $9,641,667 and $8,142,906 at December 31, 2006, September 30, 2006 and December 31, 2005, respectively. The decrease of approximately $686,000 from December to December is due primarily to the decrease in short-term investments, accounts receivable, inventories, deferred income taxes and prepaid expenses of $372,000, $270,000, $885,000, $409,000 and $45,000 respectively, offset in part by an increase in cash and cash equivalents of approximately $1,295,000. The decrease from September 30, 2006 to December 31, 2006 is due primarily to the decrease in accounts receivable and inventories of $3,196,000 and $407,000 respectively, offset in part by the increase in cash and cash equivalents, short-term investments and prepaid expenses of approximately $1,316,000, $60,000 and $42,000 respectively. The decreases are due primarily to decreased sales and inventory purchasing volume during the current quarter.
Working capital as of December 31, 2006 amounted to $6,087,073 as compared with $6,233,714 a year earlier. Current assets were 5.4 times current liabilities and total cash, short-term investments and receivables were 2.5 times current liabilities. These ratios compare to 4.3 and 1.5, respectively, at December 31, 2005.
Internally generated funds during the three months ended December 31, 2006 were $2,764,951 and were adequate to fund the Company's primary non-operating cash requirements consisting of capital expenditures and debt payments of $100,751 and $1,348,000 respectively. The primary reason for the positive cash flow from operations was the decrease in accounts receivable and inventory during the current quarter. The Company believes that cash and cash equivalents, together with funds anticipated to be generated by operations and funds available under its credit agreement will provide the liquidity necessary to support its current and anticipated capital expenditures through the end of fiscal 2007.
Shareholders' equity during the three months ended December 31, 2006 decreased by $472,259 which was the net loss during the period of $390,744 and $121,124 of dividends declared less $13,733 accumulated comprehensive income from investments and $25,876 of share-based compensation expense (which includes the cumulative effect of change in accounting for share-based compensation).
The Company has
a credit agreement with its financial lender
that provides for a secured revolving
credit facility of $2,500,000 with
interest generally equal to two and one
half percent per annum plus one month LIBOR. The agreement is set
to expire in February 2008. The agreement is
secured by the Company's investments, accounts
receivable, inventory, equipment and general
intangibles. The credit
agreement contains
affirmative covenant requirements,
tested on an annual basis, that require
the Company to maintain a tangible net worth
of $8,000,000 and a pre-tax interest coverage ratio
of not less than 3.0 to 1.0. In addition, a borrowing
base addendum generally allows
for borrowing based on an amount equal
to eighty five percent of eligible receivables,
plus an amount equal to the lesser of either forty
percent of eligible inventory or $1,000,000. The
revolving credit facility is subject to a review by the
Company's lender in 2008. The Company had
no outstanding borrowings under
this loan facility at December 31, 2006.
During fiscal 2007 the Company's business may require
a short-term increase in inventory and
accounts receivables. Whenever there may
be a requirement to increase inventory in fiscal 2007 there
will be a negative but temporary impact on liquidity. The Company
believes that internally generated funds and the revolving
line of credit will provide sufficient liquidity to meet ongoing
working capital requirements.
Critical
Accounting Policies
Forward-Looking Statements
The foregoing discussion
includes forward-looking statements
relating to the business of the Company.
These forward-looking statements, or other statements
made by the Company, are made based on management's
expectations and beliefs concerning future events
impacting the Company and are subject to uncertainties
and factors (including, but not limited to, those specified
below) which are difficult to predict and, in many instances,
are beyond the control of the Company. As a result,
actual results of the Company could differ materially
from those expressed in or implied by any such forward-looking
statements. These uncertainties and factors include
(a) the Company's dependence upon a limited number
of customers, (b) the highly competitive industry in
which the company operates, which includes
several competitors with greater financial resources
and larger sales organizations, (c) the acceptance
in the marketplace of new products and/or services
developed or under development by the Company including
automotive diagnostic products, fastening systems
products and indicating instrument products, (d) the
ability of the Company to further establish distribution
and a customer base in the automotive aftermarket, (e) the
Company's ability to capitalize on market opportunities including
state automotive emissions programs and OEM tool programs.
Item 3: Controls and Procedures.
As of December 31, 2006, an evaluation was performed, under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer along with the Company's Senior Vice President, Finance and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based upon that evaluation, the Company's management, including the Chief Executive Officer along with the Company's Senior Vice President, Finance and Chief Financial Officer, concluded that the Company's disclosure controls and procedures were effective as of December 31, 2006 in ensuring that information required to be disclosed by the Company in the reports it files and submits under the Exchange Act (1) is recorded, processed, summarized and reported, within the time periods specified in the Commission's rules and forms, and (2) is accumulated and communicated to the Company's management, including its principal executive and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. There were no changes in the Company's internal controls over financial reporting during the first fiscal quarter ended December 31, 2006 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
PART
II. OTHER INFORMATION
Item 6: Exhibits.
Exhibit
No. |
Description |
|
11 |
Statement Regarding Computation of Earnings Per Share and Common
Share Equivalents
|
|
31.1 |
Rule 13a-14(a)/15d-14(a)
Certification by the Chief Executive Officer |
|
31.2 |
Rule 13a-14(a)/15d-14(a)
Certification by the Chief Financial Officer |
|
32.1 |
Certification by the Chief
Executive Officer pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002 |
|
32.2 |
Certification by the Chief
Financial Officer pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002 |
SIGNATURES
In accordance with the
requirements of the Exchange Act,
the registrant caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
|
HICKOK
INCORPORATED |
|
|
||
Date: February 14, 2007 |
/s/ R. L. Bauman |
|
|
R. L. Bauman,
Chief Executive Officer, |
|
|
||
|
||
Date: February 14, 2007 |
/s/ G. M. Zoloty |
|
|
G. M. Zoloty, Chief Financial Officer |
FORM 10-QSB
EXHIBIT 11
HICKOK
INCORPORATED
CONSOLIDATED STATEMENT OF COMPUTATION OF EARNINGS
PER COMMON SHARE AND COMMON SHARE EQUIVALENTS
Three Months Ended |
|
|
December 31, |
|
|
2006 |
2005 |
|
NET INCOME
|
$(390,744) |
$104,503 |
|
|
|
Net income (loss)
applicable to common |
$(390,744) |
$104,503 |
|
|
|
SHARES OUTSTANDING
|
1,211,245 |
1,211,245 |
|
|
|
Net effect of dilutive stock options - based on the treasury stock method using year-end market price, if higher than average market price |
- -* |
21,551 |
|
|
|
Total shares for diluted earnings per share |
1,211,245 |
1,232,796 |
|
|
|
Basic Earnings Per Common Share |
$(.32) |
$.09 |
|
|
|
Diluted Earnings Per Common Share |
$(.32) |
$.08 |
* Net effect of
stock options was antidilutive for the period.
RULE 13a-14(a)/15d-14(a) CERTIFICATION OF CHIEF EXECUTIVE OFFICER
Robert L. Bauman, Chief Executive Officer
I, Robert L. Bauman, Chief Executive Officer, certify that:
I have reviewed this quarterly report on Form 10-QSB of Hickok Incorporated(the "small business issuer");
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;
The small business issuer's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and have:
a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
c) Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
The small business issuer's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of small business issuer's board of directors (or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and
b) Any fraud, whether
or not material, that involves
management or other employees who have
a significant role in the small business issuer's internal
control over financial reporting.
By:
/s/ R. L. Bauman
R. L. Bauman
Chief Executive Officer
February 14, 2007
RULE 13a-14(a)/15d-14(a) CERTIFICATION OF CHIEF FINANCIAL OFFICER
Gregory M. Zoloty, Senior Vice President, Finance and Chief Financial Officer
I, Gregory M. Zoloty, Senior Vice President, Finance and Chief Financial Officer, certify that:
I have reviewed this quarterly report on Form 10-QSB of Hickok Incorporated (the "small business issuer");
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;
The small business issuer's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and have:
a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
c) Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting; and
The small business issuer's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of small business issuer's board of directors (or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and
b) Any fraud, whether
or not material, that involves
management or other employees who have
a significant role in the small business issuer's internal
control over financial reporting.
By:
/s/ G. M. Zoloty
G. M. Zoloty
Senior Vice President,
Finance
and Chief Financial Officer
February 14, 2007
Form 10-QSB
Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Hickok Incorporated (the "Company") on form 10-QSB for the period ending December 31, 2006 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Robert L. Bauman, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:
the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ R. L. Bauman
R. L. Bauman
Chief Executive Officer
February 14, 2007
Form 10-QSB
Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly
Report of Hickok Incorporated (the "Company") on Form 10-QSB for the
period ending December 31, 2006 as filed with the Securities and Exchange
Commission on the date hereof (the "Report"), I, Gregory M. Zoloty, Chief
Financial Officer of the Company, certify, pursuant to 18 U.S.C. section 1350,
as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002,
that:
the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ G. M. Zoloty
G. M. Zoloty
Chief Financial Officer
February 14, 2007