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FORM
10-QSB X
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 HICKOK
INCORPORATED 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___ As of August
7, 2007: 766,379 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
Item 1. Financial Statements: HICKOK
INCORPORATED
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
TRANSITION
REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from _____ to _____ .
Commission File No. 0-147
_________________________________________________________________
(Exact
name of small business issuer as specified in its charter)
(State
or other jurisdiction of incorporation or organization)
10514 Dupont Avenue, Cleveland, Ohio
(Address
of principal executive offices)
Registrant's
telephone number including area code
Indicate by check mark whether registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act). Yes
No_X_
CONSOLIDATED INCOME STATEMENTS
(Unaudited)
June 30,
Net Sales
Product Sales
Service Sales
Total Net Sales
Costs and Expenses
Cost of Product Sold
Cost of Service Sold
Product Development
Marketing and
Administrative Expenses
Interest Charges
Other <Income> Expense
Total Costs and Expenses
Income <Loss> before Provision for Income Taxes
Income <Recovery of> Taxes
Income
<Loss> before cumulative effect of change in accounting principle
31,321
293,975
<1,085,976>
292,506
Cumulative effect of change in accounting for stock based compensation,
net of tax of $8,000
-
-
14,863
-
Net
Income <Loss>
$31,321
$293,975
$<1,100,839>
$292,506
Earnings per Common Share:
Income
<Loss> before cumulative effect of change in accounting principle
$.02
$.24
$<.90>
$.24
Cumulative effect of change in accounting for stock based compensation,
net of tax of $8,000
-
-
<.01>
-
Net Income <Loss>
Earnings per Common
Share
Assuming Dilution:
Income
<Loss> before cumulative effect of change in accounting principle
$.02
$.24
$<.90>
$.24
Cumulative effect of change in accounting for stock based compensation,
net of tax of $8,000
-
-
<.01>
-
Net Income <Loss>
Dividends per Common Share
See Notes to
Consolidated Financial Statements
HICKOK
INCORPORATED
CONSOLIDATED
BALANCE SHEET
2007 (Unaudited) |
2006 (Note) |
2006 (Unaudited) |
|
Assets | |||
Current Assets | |||
Cash and Cash Equivalents |
$795,545
|
$61,363
|
$100,596
|
Short-term Investments |
88,191 |
848,698 |
820,492 |
Trade Accounts Receivable - Net |
2,020,481
|
4,382,383
|
2,994,316
|
Inventories |
3,711,446
|
3,763,074
|
4,256,733
|
Deferred Income Taxes |
578,700
|
524,400
|
949,800
|
Prepaid Expenses |
112,688
|
61,749
|
105,212
|
|
|
|
|
|
7,307,051
|
9,641,667
|
9,227,149
|
|
|
|
|
Property, Plant and Equipment | |||
Land |
229,089
|
229,089
|
229,089
|
Buildings |
1,492,161
|
1,492,161
|
1,492,161
|
Machinery and Equipment |
2,747,424
|
2,581,618
|
2,696,355
|
|
|
|
|
4,468,674
|
4,302,868
|
4,417,605
|
|
Less: Allowance for Depreciation |
3,601,500
|
3,412,447
|
3,490,705
|
|
|
|
|
|
867,174
|
890,421
|
926,900
|
|
|
|
|
Other Assets | |||
Deferred Income Taxes |
2,133,400
|
1,573,400
|
1,250,900
|
Deposits |
1,750
|
1,750
|
1,750
|
|
|
|
|
|
2,135,150
|
1,575,150
|
1,252,650
|
|
|
|
|
|
$10,309,375
|
$12,107,238
|
$11,406,699
|
|
|
|
Note: Amounts derived from audited financial statements previously filed with the Securities and Exchange Commission.
See Notes to Consolidated Financial Statements
(Unaudited) |
____2006___ (Note) |
2006 (Unaudited) |
|||
Liabilities and Stockholders' Equity |
|||||
Current Liabilities | |||||
Short-term Financing |
$1,098,000
|
$1,348,000
|
$1,075,000
|
||
Trade Accounts Payable |
368,702
|
364,702
|
766,335
|
||
Accrued Payroll & Related Expenses |
586,241
|
666,053
|
358,838
|
||
Accrued Expenses |
112,946
|
270,959
|
348,491
|
||
Accrued Taxes Other Than Income |
39,047
|
68,794
|
27,824
|
||
Accrued Income Taxes |
106,593
|
133,093
|
103,934
|
||
|
|
|
|||
|
2,311,529
|
2,851,601
|
2,680,422
|
||
|
|
|
|||
Stockholders' Equity | |||||
Class A, $1.00 par value; authorized |
762,379
|
756,379
|
756,379
|
||
3,750,000 shares; 762,379 shares outstanding (756,379 shares outstanding at September 30, 2006 and June 30, 2006) excluding 15,795 shares in treasury (15,795, September 30, 2006 and 15,795, June 30, 2006) | |||||
Class B, $1.00 par value; authorized |
454,866
|
454,866
|
454,866
|
||
1,000,000 shares; 454,866 shares outstanding excluding 20,667 shares in treasury | |||||
Accumulated
Comprehensive Income (net |
|||||
of tax) |
14,939 |
104,869 |
86,616 |
||
Contributed Capital |
979,368
|
931,266
|
931,266
|
||
Retained Earnings |
5,786,294
|
7,008,257
|
6,497,150
|
||
|
|
|
|||
|
7,997,846
|
9,255,637
|
8,726,277
|
||
|
|
|
|||
Stockholders' Equity |
$10,309,375
|
$12,107,238
|
$11,406,699
|
||
|
|
|
HICKOK
INCORPORATED
CONSOLIDATED
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS
ENDED JUNE 30,
(Unaudited)
2007 | 2006 | |
Cash Flows from Operating Activities: | ||
Cash received from customers |
$8,911,719
|
$8,574,485
|
Cash paid to suppliers and employees |
<8,537,721>
|
<10,171,430>
|
Interest paid |
<9,329>
|
<32,869>
|
Interest received |
23,963
|
2,609
|
Income taxes <paid> refunded |
<39,093>
|
-
|
|
|
|
Net Cash Provided By <Used In> Operating Activities |
349,539
|
<1,627,205>
|
Cash Flows from Investing Activities: | ||
Capital expenditures |
<165,806>
|
<93,088>
|
Sale of short-term investments | 900,273 |
1,400,000
|
|
|
|
Net Cash Provided By Investing Activities |
734,467
|
1,306,912
|
Cash Flows from Financing Activities: | ||
Increase <decrease> in short-term financing |
<250,000> |
275,000 |
Sale of Class A shares under option | 21,300 |
- |
Dividends paid | <121,124> |
-
|
|
|
|
Net Cash Provided By <Used In> Financing Activities |
<349,824>
|
275,000
|
|
|
|
Net increase <decrease> in cash and cash equivalents |
734,182
|
<45,293>
|
Cash and cash equivalents at beginning of year |
61,363
|
145,889
|
|
|
|
Cash and cash equivalents at end of third quarter |
$795,545
|
$100,596
|
|
|
|
See Notes to Consolidated Financial Statements. | ||
|
||
|
|
|
Reconciliation
of Net Income <Loss> to Net Cash Provided by Operating Activities: |
||
Net Income <Loss> |
$<1,100,839>
|
$292,506
|
Adjustments
to reconcile Net Income <Loss> to net cash provided by operating activities: |
||
Depreciation |
189,053
|
200,978
|
Dividends reinvested |
<42,892> |
<69,030> |
Gain on disposal of investments |
<233,104> |
<202,014> |
Share-based compensation expense |
32,802 |
- |
Deferred income taxes |
<568,000> |
150,800 |
Changes in assets and liabilities: | ||
Decrease <Increase> in trade accounts receivable |
2,361,902
|
<1,963,299>
|
Decrease <Increase> in inventories |
51,628
|
<572,104>
|
Decrease <Increase> in prepaid expenses |
<50,939>
|
<63,068>
|
Increase <Decrease> in accounts payable |
4,000
|
461,178
|
Increase <Decrease> in accrued payroll and related expenses |
<79,812>
|
98,746
|
Increase <Decrease> in accrued expenses and accrued taxes other than income |
<187,760>
|
38,102
|
Increase <Decrease> in accrued income taxes |
<26,500>
|
-
|
|
|
|
Total Adjustments |
1,450,378
|
<1,919,711>
|
|
|
|
Net Cash Provided By <Used In> Operating Activities |
$349,539
|
$<1,627,205>
|
|
|
HICKOK
INCORPORATED
NOTES TO
CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
JUNE 30, 2007
1. Basis of
Presentation
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 and nine month periods ended June 30, 2007 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 and Comprehensive Income
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:
June 30, 2007 |
September 30, 2006 |
June 30, 2006 |
||||
Fair market value Mutual funds |
$88,191 |
$848,698 |
$820,492 |
|||
Less Cost |
65,552 |
689,829 |
689,076 |
|||
|
|
|
||||
Gross unrealized gains (losses) on short-term investments |
22,639 |
158,869 |
131,416 |
|||
Deferred income taxes | 7,700 |
54,000 |
44,800 |
|||
|
|
|
||||
Accumulated comprehensive income (net of tax) |
$14,939 |
$104,869 |
$86,616 |
|||
|
|
|
||||
Gains (Losses): |
||||||
Gross unrealized gains |
$22,639 |
$158,869 |
$131,416 |
|||
Gross unrealized losses |
- |
- |
- |
|||
|
|
|
||||
$22,639 |
$158,869 |
$131,416 |
||||
|
|
|
The following table sets forth the computation of comprehensive income:
June 30, |
June 30, |
|
|
|
|
|
Net Income <Loss> | $31,321 |
$293,975 |
$<1,100,839> |
$292,506 |
Unrealized gain <loss> on investments (net of tax) |
3,835
|
<11,660>
|
10,473
|
12,337
|
Reclassification adjustment for <gain> loss included
in net
earnings (net of tax) |
<118,262> |
- |
<100,403> |
<143,859> |
|
|
|
|
|
Comprehensive Income <Loss> |
$<83,106>
|
$282,315
|
$<1,190,769>
|
$160,984
|
|
|
|
|
|
Gains (Losses): |
||||
Gross realized gains |
$233,322 |
- |
$233,322 |
$202,014 |
Gross realized losses |
- |
- |
- |
- |
3. Inventories
Inventories are
valued at
the lower of cost or market and consist of the following:
|
|
|
|
Components |
$2,074,084
|
$2,392,394
|
$2,538,508
|
Work-in-Process |
1,100,149
|
648,607
|
1,033,780
|
Finished Product |
537,213
|
722,073
|
684,445
|
|
|
|
|
$3,711,446 |
$3,763,074 |
$4,256,733 |
|
|
|
|
The above amounts
are net of reserve for obsolete inventory in the amount of $738,736, $675,000 and $703,715 for
the periods ended June 30, 2007, September 30, 2006 and June 30, 2006
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 accounts receivable, inventory, equipment and general intangibles. The credit agreementcontains 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 $1,098,000 of outstanding borrowings under its credit facility at June 30, 2007.
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 97,550 Class A shares were outstanding
at June 30, 2007 (117,450 shares at September 30, 2006 and 117,450
shares at
June 30, 2006) at prices ranging from $3.125 to $17.25 per share. Options for 13,900 shares were
canceled during the three month period ended December 31, 2006, at a
price of $10.75 per share. Options for 6,000 shares were exercised
during the three month period ended June 30, 2007, at a price of $3.55
per share. No other options were granted,
exercised or canceled during the three or nine month periods presented
under the Employee Plans. All options granted
under the Employee Plans are exercisable at June 30, 2007.
The Company's Outside Directors Stock Option Plans (collectively the "Directors Plans"), provide for the automatic grant of options to purchase up to 51,000 shares 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 51,000 Class A shares were outstanding at June 30, 2007 (48,000 shares at September 30, 2006 and 48,000 shares at June 30, 2006) at prices ranging from $3.55 to $12.25 per share. Options for 6,000 shares were granted under the Directors Plans during each of the three month periods ended March 31, 2007 and March 31, 2006, at a price of $10.50 and $5.25 per share respectively. Options for 3,000 shares expired during the three month periods ended March 31, 2007 and March 31, 2006, at $8.50 and $18.00 per share respectively. All outstanding options under the Directors Plans become fully exercisable on February 22, 2010.
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 June 30, 2007:
Employee Plans |
Outstanding Stock Options Exercisable |
|
|
Range of exercise prices: | |||
$3.13 - 5.00 |
73,750
|
$3.80
|
3.4
|
$7.13 - 10.50 |
23,800
|
$8.69
|
1.0
|
|
|||
97,550
|
$4.99
|
|
|
|
Directors Plans |
|
|
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
|
18,000 |
$3.97 |
$6.45 - 8.50 |
20,000
|
$7.30
|
5.0
|
18,000 |
$7.40 |
$10.50 -12.25 |
9,000
|
$11.08
|
.8
|
3,000 |
$12.25 |
|
|
||||
51,000
|
$6.63
|
|
39,000 |
$6.19 |
|
|
|
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 three and the nine month periods
ended June 30, 2007 $3,463 and $9,939
respectively was expensed as share-based compensation. The following weighted-average assumptions were used in the
option pricing model for the three and nine month
periods ended June 30, 2007 and 2006 respectively: a risk free interest
rate
of 6.0% and 6.0%; an expected life of 10 and 8 years; an expected
dividend yield of 1.9% and 2.0%; and a volatility factor of .37 and
..35.
Three months ended
June 30,
|
Nine months ended
June 30,
|
2006 |
2006 |
|||
Net Income
<Loss> as reported |
$293,975 |
$292,506 |
||
Deduct: Total
stock-based employee and Director compensation expense determined under
fair value based method for all awards, net of related tax effects |
3,013 |
9,034 |
||
|
|
|||
Pro forma Net Income
<Loss> |
$290,962 |
$283,472 |
||
As Reported: |
||||
Basic Income
<Loss> per share |
$.24 |
$.24 |
||
Diluted Income <Loss> per share |
$.24 |
$.24 |
||
Pro forma: |
||||
Basic Income
<Loss> per share |
$.24 |
$.23 |
||
Diluted Income
<Loss> per share |
$.23 |
$.23 |
||
Unissued
shares of Class A common stock (603,416 shares) are reserved for the
share-for-share conversion rights of the Class B common stock and stock
options under the Employee Plans and the Directors Plans.
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 first
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.
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:
|
June 30, |
June 30, |
|
|
|
|
|
Basic Income <Loss> per Share | ||||
Income
<Loss> available to common stockholders |
$31,321
|
$293,975
|
$<1,100,839>
|
$292,506
|
Shares denominator |
1,212,498
|
1,211,245
|
1,211,663
|
1,211,245
|
Per share amount |
$.02
|
$.24
|
$<.91>
|
$.24
|
|
|
|
|
|
Effect of Dilutive Securities | ||||
Average shares outstanding |
1,212,498
|
1,211,245
|
1,211,663
|
1,211,245
|
Stock options |
73,852
|
35,162
|
-
|
31,357
|
|
|
|
|
|
1,286,350
|
1,246,407
|
1,211,663
|
1,242,602
|
|
Diluted Income <Loss> per Share | ||||
Income
<Loss> available to common stockholders |
$31,321
|
$293,975
|
$<1,100,839>
|
$292,506
|
Per share amount |
$.02
|
$.24
|
$<.91>
|
$.24
|
|
|
|
|
During the third quarter and the nine month period of fiscal 2007 options to purchase 3,000 and 20,000 shares of common stock, respectively, at prices ranging from $10.50 to $12.25 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 shares.
During the third
quarter and the nine month period of fiscal 2006 options to
purchase 63,700 and 63,700 shares
of common stock, 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 shares.
8. Segment and Related Information
The Company has 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
June 30,
|
June 30, |
|
|
|
|
|
Net Revenue | ||||
Indicators and Gauges |
$529,217
|
$544,150
|
$1,499,757
|
$1,559,028
|
Automotive
Diagnostic Tools and Equipment |
2,288,018
|
3,677,009
|
5,050,060
|
8,978,756
|
|
|
|
|
|
$2,817,235
|
$4,221,159
|
$6,549,817
|
$10,537,784
|
|
|
|
|
|
|
Income (Loss) before provision for Income Taxes | ||||
Indicators and Gauges |
$85,327
|
$100,752
|
$32,279
|
$269,669
|
Automotive
Diagnostic Tools and Equipment |
107,864
|
840,194
|
<782,830>
|
1,203,763
|
General Corporate Expenses |
<146,170> |
<495,471> |
<895,425> |
<1,030,126> |
|
|
|
|
|
$47,021
|
$445,475
|
$<1,645,976>
|
$443,306
|
|
|
|
|
|
|
Asset Information | ||||
Indicators and Gauges |
$870,447
|
$844,304
|
||
Automotive
Diagnostic Tools and Equipment |
4,827,552
|
6,388,602
|
||
Corporate |
4,611,376 |
4,173,793 | ||
|
|
|||
$10,309,375
|
$11,406,699
|
|||
|
|
|||
Geographical Information | ||||
Included
in the consolidated financial statements are the following amounts related to geographical locations: |
||||
Revenue: | ||||
United States |
$2,794,721
|
$3,538,484
|
$6,315,194
|
$9,594,475
|
Australia | 811 |
- |
48,888 |
- |
Canada |
18,645
|
547,969
|
92,506
|
643,899
|
Germany |
- |
129,684 |
84,686 |
280,913 |
Other foreign countries |
3,058
|
5,022
|
8,543
|
18,497
|
|
|
|
|
|
$2,817,235
|
$4,221,159
|
$6,549,817
|
$10,537,784
|
|
|
|
|
|
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, Third Quarter (April 1, 2007 through June 30, 2007)
Fiscal 2007 Compared
to Third 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 $529,217 and $544,150 for the third quarter of fiscal
2007
and fiscal 2006, respectively, and $1,499,757 and $1,559,028 for the
first
nine months 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 $2,288,018 and $3,677,009 for the third quarter of fiscal 2007 and fiscal 2006, respectively, and $5,050,060 and $8,978,756 for the first nine months of fiscal 2007 and fiscal 2006, respectively.
Results of Operations
Product sales for the quarter ended June 30, 2007 were $2,679,057 versus $4,044,005 for the quarter ended June 30, 2006. The 34% decrease in product sales during the current quarter of approximately $1,365,000 was volume related due primarily to decreased sales of automotive diagnostic products, primarily diagnostic products to OEM's of approximately $926,000. Sales of other automotive diagnostic products, primarily aftermarket products which include emission products and fastening system products declined by approximately $417,000 and $10,000 respectively. Sales of indicator products declined by approximately $12,000. Product sales are expected to increase significantly during the Company's fourth quarter of the fiscal year due primarily to increased sales of automotive diagnostic products, primarily emission products for the State of California emissions program and to a lesser extent the completion of an order for a large OEM customer.
Service sales for the quarter ended June 30, 2007 were $138,178 versus $177,154 for the quarter ended June 30, 2006. 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 in the fourth quarter of the fiscal year.
Cost of product sold in the third quarter of fiscal 2007 was $1,590,039 (59.4% of product sales) as compared to $2,102,696 (52.0% of product sales) in the third quarter of 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 expected to decrease during the fourth quarter of the fiscal year.
Cost of service sold for the quarter ended June 30, 2007 was $118,862 (86.0% of service sales) as compared to $118,164 (66.7% of service sales) in the quarter ended June 30, 2006. The increase in the cost of service sold percentage was due primarily to a lower sales volume of chargeable repairs and lower plant utilization. The current cost of services sold percentage is expected to decrease in the fourth quarter of the fiscal year.
Product development expenses were $468,191 in the third quarter of fiscal 2007 (17.5% of product sales) as compared to $469,835 (11.6% of product sales) in the third quarter of fiscal 2006. The percentage increase was due to lower product sales in the third quarter of fiscal year 2007. The current level of product development expenditures is expected to continue during the fourth quarter of the fiscal year.
Marketing and administrative expenses were $834,110 (29.6% of total sales) in the third quarter of fiscal 2007 versus $1,091,518 (25.9% of total sales) for the same period a year ago. The percentage increase was due to the decrease in the level of total sales for the current fiscal quarter. Marketing expenses were approximately $447,000 in the third quarter of fiscal 2007 versus $590,000 for the same period a year ago. Within marketing expenses, decreases were primarily in commissions of $41,000, royalties of $79,000, advertising of $9,000 and collection expense of $26,000, offset in part by increases in travel expenses of $13,000 and sales promotion of $20,000. Administrative expenses were approximately $387,000 in the third quarter of fiscal 2007 versus $502,000 for the same period a year ago. The dollar decrease during the current fiscal quarter was due primarily to the absence of a bonus provision. Included in administrative expenses in the third quarter of fiscal 2006 was a bonus provision of approximately $102,000. The current level of variable marketing and administrative expenses is expected to increase slightly during the fourth quarter of the fiscal year.
Interest expense was $4,387 in the third quarter of fiscal 2007 which compares with $5,766 in the third quarter of fiscal 2006. The decrease was due to lower short-term borrowing during the third quarter of fiscal 2007. The current level of interest expense is expected to increase in the fourth quarter of the fiscal year due to anticipated financing requirements of anticipated large orders.
Other income was $245,375 in the third quarter of fiscal 2007 which compares with $12,295 in the third quarter of fiscal 2006. Other income consists primarily of realized gains on the sale of short-term investments, dividend income reinvested on short-term investments and interest income on cash and cash equivalents invested. The increase is due primarily to a gain on sale of short-term investments of approximately $233,000. The current level of other income is expected to decrease for the fourth quarter of the fiscal year due to less excess cash and cash equivalents invested in interest bearing accounts.
The net income in the third quarter of fiscal 2007 was $31,321 which compares with a net income of $293,975 in fiscal 2006. The net income for the current quarter is the result of lower sales volume.
Unshipped customer orders as of June 30, 2007 were $3,138,000 versus $4,746,000 at June 30, 2006. The decrease was due primarily to decreased orders in automotive diagnostic products of $1,446,000, specifically, $2,468,000 for large OEM customers, $111,000 for non-emission aftermarket products, offset in part by an increases of approximately $1,133,000 for emission products. Also contributing to the decrease was $146,000 for indicators and gauges. The Company estimates that approximately 93% of the current backlog will be shipped in the last quarter of fiscal 2007.
Results of Operations, Nine
Months Ended June 30, 2007
Compared to Nine
Months Ended June 30, 2006
Product sales for the nine
months ended June 30, 2007 were $6,085,494 versus $9,918,861 for the
same period in fiscal 2006.
The 39% decrease in product
sales during the first nine months of the current fiscal
year of approximately $3,833,000 was volume related due primarily to
decreased
sales of automotive diagnostic products, primarily diagnostic products
to
OEM's of approximately $2,507,000.
Sales of other automotive diagnostic products, primarily aftermarket products which include emission
products and fastening
system products decreased by
approximately $1,169,000 and $94,000, respectively. Sales
of indicator products decreased
by approximately $64,000. Product sales
are expected to increase significantly during
the Company's fourth quarter of the fiscal year due primarily to
increased
sales of automotive diagnostic products, primarily emission products for the State of California
emissions program and to a lesser extent the completion of an order for
a large OEM customer.
Service sales for the nine months ended June 30, 2007 were $464,323 compared with $618,923 for the same period in fiscal 2006. The decrease was volume related and due primarily to a lower sales volume for chargeable repairs. The current level of service sales is expected to continue in the last three months of the fiscal year.
Cost of product sold was $3,833,884 (63.0% of product sales) compared with $5,544,783 (55.9% of product sales) for the nine months ended June 30, 2006. The increase in the cost of product sold percentage was due primarily to lower sales volume, lower plant utilization and a change in product mix. The cost of product sold percentage is expected to decrease for the balance of the fiscal year.
Cost of service sold was $462,829 (99.7% of service sales) compared with $448,716 (72.5% of service sales) for the nine months ended June 30, 2006. The dollar increase was primarily due to lower plant utilization in the current year. The increase in the cost of services sold percentage was due primarily to a lower sales volume of chargeable repairs and lower plant utilization. The cost of services sold percentage is expected to decrease for the balance of the fiscal year.
Product development expenses were $1,442,671 (23.7% of product sales) compared to $1,309,733 (13.2% of product sales) for the nine months ended June 30, 2006. The dollar increase was due primarily to increased labor costs. The percentage increase was due to lower product sales in the current year. The current level of product development expenditures is expected to continue during the fourth quarter of the fiscal year.
Marketing and administrative expenses were $2,764,702 for the nine months ended June 30, 2007 (42.2% of total sales) versus $3,046,284 (28.9% of total sales) for the nine months ended June 30, 2006. The percentage increase was due to the decrease in the level of total net sales somewhat offset by a decrease in expenses during the first nine months of the current fiscal year. Marketing expenses were approximately $1,561,000 during the nine months of the current fiscal year versus $1,761,000 for the same period a year ago. Within marketing expenses, decreases were in advertising of $16,000, sales promotion expense of $22,000 and collection expense of $44,000, offset in part by an increase in labor costs of approximately $34,000. Variable sales expenses such as commissions and royalties also declined by approximately $61,000 and $74,000, respectively. Administrative expenses were approximately $1,204,000 during the nine months of the current fiscal year versus $1,285,000 for the same period a year ago. The dollar decrease during the nine months of the current fiscal year was due primarily to the absence of a bonus provision of $102,000 and a decrease in professional fees of approximately $16,000. These decreases were offset in part by increases in labor costs of $51,000 and directors fees of $8,000. The current level of variable marketing and administrative expenses is expected to increase slightly during the fourth quarter of the fiscal year.
Interest expense was $6,179 for the nine months ended June 30, 2007, and $36,189 for the same period in 2006. This decrease was due to a lower level of short-term borrowing during the current fiscal year. The current level of interest expense is expected to increase for the fourth quarter of the fiscal year due to anticipated financing requirements of anticipated large orders.
Other income of $314,472 compares with other income of $291,227 in the same period last year. Other income consists primarily of realized gains on the sale of short-term investments, dividend income reinvested on short-term investments and interest income on cash and cash equivalents invested. The increase is due primarily to a gain on sale of short-term investments of approximately $233,000, dividend income of $43,000 and interest income of $24,000 during fiscal 2007 which compares with $202,000, $69,000 and $3,000, respectively in fiscal 2006. Other income for the fourth quarter is expected to decrease due to less excess cash and cash equivalents invested in interest bearing accounts.
The net loss for the nine months ended June 30, 2007 was
$1,100,839 which compares with net income of $292,506 for the nine
months ended June 30, 2006. The net loss in the first
nine months of fiscal 2007 was primarily the result of a lower sales
volume.
Management
projects that the recent receipt of a purchase order from a customer
for a large emissions program for approximately $3,600,000 planned for
shipment during the fourth quarter of the fiscal year, the balance of a
purchase order from a large OEM
customer for approximately $1,400,000 and increased sales of automotive
diagnostic
products in the Company's core business should generate taxable
income
during the fourth quarter of the fiscal year in line with budgeted
expectations.
The emissions
equipment 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. Current
assessments
are that this opportunity will generate significant sales in fiscal
years
2007 and 2008. 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.
Liquidity and Capital Resources
Total current assets were $7,307,051, $9,641,667 and $9,227,149 at June 30, 2007, September 30, 2006 and June 30, 2006, respectively. The decrease of approximately $1,920,000 from June to June is due primarily to decreases in short-term investments, accounts receivable, inventory and deferred taxes of approximately $732,000, $974,000, $545,000 and $371,000 respectively, offset in part by an increase in cash and cash equivalents approximately $695,000. Short-term investments were sold to fund working capital needs. The decrease in accounts receivable and inventory was due primarily to a lower sales volume. The decrease from September 2006 to June 2007 of approximately $2,335,000 is due primarily to the decrease in short-term investments and accounts receivable of approximately $761,000 and $2,362,000 respectively, offset in part by an increase in cash and cash equivalents of approximately $734,000. Deferred taxes and prepaid expenses increased by approximately $54,000 and $51,000 respectively.
Working capital as of June 30, 2007 amounted to $4,995,522. This compares to $6,546,727 a year earlier. Current assets were 3.2 times current liabilities and total cash and cash equivalents, short-term investments and receivables were 1.3 times current liabilities. These ratios compare to 3.4 and 1.5, respectively, at June 30, 2006. The quick ratio was 1.2 compared to 1.2 a year ago.
Internally generated funds during the nine months ended June 30, 2007 were $349,539 and were adequate to fund the Company's primary non-operating cash requirement consisting of capital expenditures of $165,806. The primary reason for the positive cash flow from operations was the decrease in accounts receivable due to collections during the period. The Company believes that cash and cash equivalents together with funds anticipated to be generated by operations and funds available under the Company's credit agreement, will provide the liquidity necessary to support its current and anticipated capital expenditures.
Shareholders' equity during the nine months ended June 30, 2007 decreased by $1,257,791 which was equal to the net loss during the period of $1,100,839, $121,124 of dividends paid and $89,930 of accumulated comprehensive income from investments less $21,300 from the sale of Class A shares under option and $32,802 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 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 $1,098,000 of outstanding borrowings under this loan facility at June 30, 2007. During fiscal 2007 the Company's business will 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
Item 3. Controls and Procedures.
As of June 30, 2007, 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 June 30, 2007 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 third fiscal quarter ended June 30, 2007 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
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 |
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.
(Registrant) |
||
Date: August 13,
2007 |
/s/ R. L. Bauman | |
R. L. Bauman,
Chief Executive Officer, President, and Treasurer |
||
Date: August 13,
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 |
Nine Months Ended |
|
June 30, |
June 30, |
|
2007
2006 |
2007
2006 |
NET
INCOME |
$31,321 |
$293,975 |
$<1,100,839> |
$292,506 |
|
||||
Net Income <Loss> applicable to common shares for diluted earnings per share |
$31,321 |
$293,975 |
$<1,100,839> |
$292,506 |
|
|
|
|
|
SHARES
OUTSTANDING |
1,211,498 |
1,211,245 |
1,211,663 |
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 |
73,852 |
35,162 |
* |
31,357 |
|
|
|
|
|
Total shares for diluted earnings per share |
1,286,350 |
1,246,407 |
1,211,663 |
1,242,602 |
|
|
|
|
|
Basic Earnings Per Common Share |
$.02 |
$.24 |
$<.91> |
$.24 |
|
|
|
|
|
Diluted Earnings Per Common Share |
$.02 |
$.24 |
$<.91> |
$.24 |
*
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
August 13, 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
August 13, 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 June 30, 2007 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
August 13, 2007
Form 10-QSB
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 June 30, 2007 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
August 13, 2007