-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Niy9Ts7vgh4RkE1hOCI5koc/dXcf/+BxfHIzadHc/hYtM9jFUp7Eh0xT4nA1UFr4 +4dTzQUMonBtG014m1pcig== 0000047307-08-000003.txt : 20080212 0000047307-08-000003.hdr.sgml : 20080212 20080212085101 ACCESSION NUMBER: 0000047307-08-000003 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20071231 FILED AS OF DATE: 20080212 DATE AS OF CHANGE: 20080212 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HICKOK INC CENTRAL INDEX KEY: 0000047307 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 340288470 STATE OF INCORPORATION: OH FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-00147 FILM NUMBER: 08595791 BUSINESS ADDRESS: STREET 1: 10514 DUPONT AVE CITY: CLEVELAND STATE: OH ZIP: 44108 BUSINESS PHONE: 2165418060 MAIL ADDRESS: STREET 1: 10514 DUPONT AVE CITY: CLEVELAND STATE: OH ZIP: 44108 FORMER COMPANY: FORMER CONFORMED NAME: HICKOK ELECTRICAL INSTRUMENT CO DATE OF NAME CHANGE: 19920703 10QSB 1 f10qy8q1.htm HICKOK INC FORM 10-QSB FY 2008 QTR 1 Hickok FY 2008 Qtr 1 10-QSB

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB


X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2007

     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from _____ to _____ .

Commission File No. 0-147


HICKOK INCORPORATED
________________________________________________________________
(Exact name of small business issuer as specified in its charter)


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___

Indicate by check mark whether registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes   No_X_

As of February 8, 2008:
 783,229 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

PART I. - FINANCIAL INFORMATION

Item 1. Financial Statements:

HICKOK INCORPORATED
CONSOLIDATED INCOME STATEMENTS
(Unaudited)

Three months ended
December 31,



2007
2006

Net Sales



   Product Sales

$7,128,256
$2,038,235

   Service Sales

113,156
153,395



      Total Net Sales

7,241,412
2,191,630



Cost and Expenses


   Cost of Product Sold

3,823,656
1,269,861

   Cost of Service Sold

103,677
164,273

   Product Development

464,730
463,388

   Marketing and Administrative
     Expenses

1,113,183
914,132

   Interest Charges

3,786
1,792

   Other Income

<21,509>
<52,935>



      Total Costs and Expenses
5,487,523
2,760,511



Income <Loss> before Provision for Income Taxes

1,753,889
<568,881>



Provision for <Recovery of> Income Taxes

645,000
<193,000>



   Income <Loss> before cumulative
effect of change in accounting
principle
$1,108,889
$<375,881>



   Cumulative effect of change in
accounting for stock based compensation
net of tax of $8,000
-
14,863



Net Income <Loss>
$1,108,889
$<390,744>



Earnings per Common Share:



   Income <Loss> before cumulative 
effect of change in accounting principle

$.90
$<.31>
   Cumulative effect of change in
accounting for stock based compensation
-
<.01>



Net Income <Loss>

$.90
$<.32>



Earnings per Common Share Assuming Dilution: 



   Income <Loss> before cumulative
effect of change in accounting principle
$.85
$<.31>
   Cumulative effect of change in
accounting for stock based compensation
-
<.01>



Net Income <Loss>

$.85
$<.32>



Dividends per Common Share

$-0-
$.10

See Notes to Consolidated Financial Statements







HICKOK INCORPORATED
CONSOLIDATED BALANCE SHEET


December 31,
2007
(Unaudited)

September 30,
2007
(Note)

December 31,
2006
(Unaudited)

Assets




Current Assets




Cash and Cash Equivalents

$3,826,531 $601,979 $1,377,563
Short-term Investments
-
-
908,415

Trade Accounts Receivable-Net

1,532,395 4,623,055
1,186,258

Inventories

2,804,632 4,585,552
3,356,043

Deferred Income Taxes

354,900 354,900 525,300

Prepaid Expenses

199,761 79,019 103,588




Total Current Assets

8,718,219 10,244,505 7,457,167








Property, Plant and Equipment




Land

233,479 233,479 229,089

Buildings

1,461,892 1,461,892 1,492,161

Machinery and Equipment

2,526,449
2,524,296
2,682,369





4,221,820 4,219,667 4,403,619




Less: Allowance for Depreciation 3,457,663 3,402,339
3,475,464




Total Property - Net

764,157 817,328 928,155








Other Assets




Deferred Income Taxes - Net

1,045,307 1,690,307 1,766,400

Deposits

1,750 1,750 1,750




Total Other Assets

1,047,057
1,692,057 1,768,150




Total Assets

$10,529,433 $12,753,890 $10,153,472








Note: Amounts derived from audited financial statements previously filed with the
Securities and Exchange Commission.

See Notes to Consolidated Financial Statement
s 


December 31,
2007
(Unaudited)

September 30,
2007
(Note)

December 31,
2006
(Unaudited)

Liabilities and Stockholders' Equity




Current Liabilities




Short-term Financing
$-
$1,947,700
$-

Trade Accounts Payable

201,997
1,888,687 228,436

Accrued Payroll & Related Expenses

515,579
275,858 644,947
Dividends Payable
-
-
121,124

Accrued Expenses

63,526
110,543 191,876

Accrued Taxes Other Than Income

80,718
71,885 77,118

Accrued Income Taxes

-
- 106,593




Total Current Liabilities

861,820
4,294,673 1,370,094




















Stockholders' Equity




Class A, $1.00 par value;
   authorized 3,750,000 shares;
   781,229 shares outstanding
   (766,779 shares outstanding at        September 30, 2007 and 756,379
   at December 31, 2006) excluding
   15,795 shares in treasury
   (15,795, September 30, 2007
   and December 31, 2006) 

781,229 766,779 756,379








Class B, $1.00 par value;
   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

Contributed Capital

1,084,908 999,851 957,142

Retained Earnings

7,346,610
6,237,721
6,496,389




Total Stockholders' Equity

9,667,613
8,459,217 8,783,378




Total Liabilities and
Stockholders' Equity

$10,529,433 $12,753,890 $10,153,472





HICKOK INCORPORATED
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED DECEMBER 31,
(Unaudited)



2007 2006



Cash Flows from Operating Activities:



   Cash received from customers

$10,332,072 $5,387,755

   Cash paid to suppliers and employees

<5,244,576> <2,591,678>

   Interest paid

<22,373> <3,117>

   Interest received

13,238
10,991

   Income taxes <paid> refunded

-
<39,000>



      Net Cash Provided By <Used In> Operating
         Activities

5,078,361
2,764,951



Cash Flows from Investing Activities:



   Capital expenditures

<2,153> <100,751>



      Net Cash Provided By <Used In> Investing 
         Activities

<2,153> <100,751>



Cash Flows from Financing Activities:



   Decrease in short-term financing
<1,947,700>
<1,348,000>
   Sale of Class A shares under option
96,044
-



      Net Cash Provided By <Used In> Financing
         Activities

<1,851,656> <1,348,000>



Net increase in cash and cash equivalents

3,224,552 1,316,200



Cash and cash equivalents at beginning of year

601,979
61,363



Cash and cash equivalents at end of first quarter

$3,826,531 $1,377,563




See Notes to Consolidated Financial Statements








2007 2006



Reconciliation of Net Income <Loss> to Net Cash  Provided By <Used In> Operating Activities:






   Net Income <Loss>

$1,108,889 $<390,744>

   Adjustments to reconcile net income <loss> to
      net cash provided by operating activities:



         Depreciation 

55,324
63,017
         Dividends reinvested
-
<38,883>
         Share-based compensation expense
3,463
25,876
         Deferred income taxes
645,000
<201,000>

         Changes in assets and liabilities:



            Decrease <Increase> in accounts
               receivable

3,090,660 3,196,125

            Decrease <Increase> in inventories

1,780,920 407,031

            Decrease <Increase> in prepaid expenses

<120,742> <41,840>

            Increase <Decrease> in accounts payable

<1,686,690>
<136,266>

            Increase <Decrease> in accrued payroll
               and related expenses

239,721 <21,106>

            Increase <Decrease> in accrued expenses
               and accrued taxes other than income

<38,184>
<70,759>

            Increase <Decrease> in accrued income
               taxes

- <26,500>



               Total Adjustments

3,969,472
3,155,695



               Net Cash Provided By <Used In>
                  Operating Activities

$5,078,361 $2,764,951



Non-cash disclosures:
  Dividends payable
$-0-
$121,124




HICKOK INCORPORATED
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
DECEMBER 31, 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 month period ended December 31, 2007 are not necessarily indicative of the results that may be expected for the year ended September 30, 2008. 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, 2007.

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). During fiscal 2007 all short-term investments were sold. Short-term investments are as follows:



December 31,
December 31,

2007 2006

COST MARKET COST MARKET


Fair market value Mutual funds $- $- $728,713
$908,415





Less Cost

-

728,713





Gross unrealized gains on short-term investments
-
179,702





Deferred income taxes
-
61,100





Accumulated comprehensive income (net of tax)
$-
$118,602





Gains (Losses):




Gross unrealized gains

$-

$179,702
Gross unrealized losses

-

-







$-

$179,702





The following table sets forth the computation of comprehensive income:




December 31,
2007


December 31, 2006


Net Income (Loss)
$1,108,889

$<390,744>





Unrealized gain (loss)on investments (net of tax)

-

13,733





Reclassification adjustment for <gain> loss included in
net earnings (net of tax)

-

-





Comprehensive income (Loss)
$1,108,889

$<377,011>





Gains (Losses):




Gross realized gains

$-

$-
Gross realized losses

-

-
















3. Inventories

Inventories are valued at the lower of cost or market and consist of the following:


December 31,
2007

September 30,
2007

December 31,
2006





Components

$1,955,602

$2,801,869

$2,225,917

Work-in-Process

347,211
1,260,911
375,766

Finished Product

501,819

522,772

754,360





$2,804,632

$4,585,552

$3,356,043






The above amounts are net of reserve for obsolete inventory in the amount of $510,706, $472,000 and $706,746 for the periods ended December 31, 2007, September 30, 2007 and December 31, 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. Subsequent to the balance sheet date this agreement was extended through February 2010. 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 violated the pre-tax interest coverage ratio covenant at September 30, 2007 and obtained a waiver from its financial lender. The Company is in compliance with both loan covenants at December 31, 2007. The Company had no outstanding borrowings under this loan facility at December 31, 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 73,400 Class A shares were outstanding at December 31, 2007 (93,150 shares at September 30, 2007 and 103,550 shares at December 31, 2006) at prices ranging from $3.125 to $10.50 per share. Options for 14,450 at a prices ranging from $3.125 to $10.50 per share were exercised during the three month period ended December 31, 2007. In addition, options for 5,300 at a price of $10.50 per share expired during the three month period ended December 31, 2007. Options for 13,900 at a price of $10.75 per share expired 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, 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 December 31, 2007 (51,000 shares at September 30, 2007 and 48,000 shares at December 31, 2006) at prices ranging from $3.55 to $12.25 per share. 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 December 31, 2007:

   
Employee Plans
Outstanding Stock Options Exercisable 
Weighted Average
 Share Price
Weighted Average Remaining Life
Range of exercise prices:       
$3.13 - 5.00
62,600
$3.79
2.9
$7.13 - 10.50
10,800
$7.13
1.0
 
   
 
73,400
$4.28







   
Directors Plans
Outstanding Stock Options
Weighted Average
 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
5.4
18,000
$3.97
$6.45 - 8.50
20,000
$7.30
4.8
18,000
$7.40
$10.50 - $12.25
9,000
$11.08
6.3
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 quarter ended December 31, 2007 $3,463 was expensed as share-based compensation. 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, 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 0.0%; and a volatility factor of .37 and .35.

Unissued shares of Class A common stock (579,266 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 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 adopted the provisions of Interpretation No. 48 effective October 1, 2007. The Company did not incur any material impact to its financial condition or results of operations due to the adoption of Interpretation No. 48.

In September 2006, the Financial Accounting Standards Board issued SFAS No. 157, Fair Value Measurements. SFAS No. 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosure about fair value measurements. The Company will adopt this pronouncement effective October 1, 2008. The Company does not anticipate any material impact to its financial condition or results of operations due to the adoption of SFAS No. 157.

In February 2007, the Financial Accounting Standards Board issued SFAS No. 159, Fair Value Option for Financial Assets and Financial Liabilities - Including and Amendment of FASB Statement No. 115. This statement permits an entity to choose to measure many financial instruments and certain other items at fair value. The fair value option established by FSAS No. 159 permits entities to choose to measure eligible items at fair value at specified election dates. Unrealized gains and losses on items for which the fair value option has been elected are to be recognized in earnings at each subsequent reporting date. The Company will adopt this pronouncement effective October 1, 2008. The Company does not anticipate any material impact to its financial condition or results of operations due to the adoption of FSAS No. 159.

In September 2006, the SEC staff issued Staff Accounting Bulletin Topic 1N, Financial Statements - - Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements (SAB 108). SAB 108 provides guidance on how prior year misstatements should be evaluated when determining the materiality of misstatements in the current year financial statements. SAB 108 requires materiality to be determined by considering the effect of prior year misstatements on both the current year balance sheet and income statement, with consideration of their carryover and reversing effects. SAB 108 also addresses how to correct material misstatements. The Company adopted the provisions of this bulletin effective October 1, 2007. The Company did not incur any material impact to its financial condition or results of operations due to the adoption of SAB 108.

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,

2007

2006

Basic Income <Loss> per Share



Income <Loss> available
to common stockholders

$1,108,889

$<390,744>




Shares denominator

1,226,437

1,211,245




Per share amount

$.90

$<.32>




Effect of Dilutive Securities



Average shares outstanding

1,226,437

1,211,245

Stock options

78,624

-





1,305,061

1,211,245




Diluted Income <Loss> per Share



Income <Loss> available to common stockholders

$1,108,889

$<390,744>




Per share amount

$.85

$<.32>




Options to purchase 151,550 shares of common stock during the first quarter of fiscal 2007 at prices ranging from $3.125 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 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
December 31,



2007

2006

Net Sales



Indicators and Gauges

$432,363

$454,034

Automotive Diagnostic Tools and Equipment

6,809,049

1,737,596




$7,241,412

$2,191,630




Income <Loss> before Provision for Income Taxes



Indicators and Gauges

$90,879

$<12,163>

Automotive Diagnostic Tools and Equipment

2,270,532

<215,975>

General Corporate Expenses

<607,522>

<340,743>





$1,753,889

$<568,881>




Asset Information



Indicators and Gauges

$748,873

$800,359

Automotive Diagnostic Tools and Equipment

3,573,499
3,725,904

Corporate

6,207,061
5,627,209




$10,529,433

$10,153,472




Geographical Information



Included in the consolidated financial statements are the following amounts related to geographical locations:



Revenue:



United States

$7,199,981

$2,001,529

Australia
-
48,077

Canada

39,785
55,148
Germany
360
83,523

Other foreign countries

1,286
3,353




$7,241,412

$2,191,630





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, 2007 through December 31, 2007)
Fiscal 2008 Compared to First Quarter Fiscal 2007
- -----------------------------------------------------------------------------------------

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 $432,363 and $454,034 for the first quarter of fiscal 2008 and fiscal 2007, 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 $6,809,049 and $1,737,596 for the first quarter of fiscal 2008 and fiscal 2007, respectively. The increase was due primarily to the California Evaporative Emissions Testing Program that the State implemented in December 2007.

Results of Operations

Product sales for the quarter ended December 31, 2007 were $7,128,256 versus $2,038,235 for the quarter ended December 31, 2006. The increase in product sales during the current quarter of approximately $5,090,000 was volume related due primarily to increased sales of automotive diagnostic products, primarily, emissions testing products of approximately $5,734,000 and fastening systems products of approximately $4,000. Sales of diagnostic products to OEM's, aftermarket products and indicator products decreased by approximately $600,000, $32,000 and $16,000 respectively. Product sales are expected to decrease during the second and third quarter to more normal sales levels similar to the second and third quarter of fiscal 2007. In the fourth quarter management expects sales levels to increase slightly from the anticipated third quarter sales.

Service sales for the quarter ended December 31, 2007 were $113,156 versus $153,395 for the quarter ended December 31, 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 for the balance of the fiscal year.

Cost of product sold in the first quarter of fiscal 2008 was $3,823,656 (53.6% of product sales) as compared to $1,269,861 (62.3% of product sales) in the first quarter of fiscal 2007. The decrease in the cost of product sold percentage was due primarily to a higher sales volume, higher plant utilization and a change in product mix. The current cost of product sold percentage is anticipated to increase for the balance of the fiscal year.

Cost of service sold in the first quarter of fiscal 2008 was $103,677 (91.6% of service sales) as compared to $164,273 (107.1% of service sales) in the first quarter of fiscal 2007. The dollar decrease was due primarily to a lower volume of chargeable repairs. The decrease in the cost of services sold percentage was primarily due to a higher plant utilization. The current cost of services sold percentage is anticipated to increase slightly for the balance of the fiscal year.

Product development expenses were $464,730 in the first quarter of fiscal 2008 (6.5% of product sales) as compared to $463,388 (22.7% of product sales) in the first quarter of fiscal 2007. The dollar increase was due primarily to increased labor costs offset in part by a decrease in research and experimental material. The percentage decrease was due primarily to higher product sales. The current level of product development expenses is expected to increase slightly for the balance of the fiscal year.

Marketing and administrative expenses were $1,113,183 (15.4% of total net sales) in the first quarter of fiscal 2008 versus $914,132 (41.7% of total net sales) for the same period a year ago. The percentage decrease was due primarily to the increase in the level of total sales for the current quarter. Marketing expenses were approximately $488,000 in the first quarter of fiscal 2008 versus $522,000 for the same period a year ago. Within marketing expenses, labor costs, commissions, royalties and outside consulting decreased by approximately $16,000, 28,000, 24,000 and $11,000 respectively offset in part by an increase in advertising expense and promotion expense of approximately $25,000 and $15,000 respectively. Administrative expenses were approximately $625,000 in the first quarter of fiscal 2008 versus $392,000 for the same period a year ago. The dollar increase was due primarily to a provision for bonus of $224,000 during the current quarter. The current level of marketing and administrative expenses is expected to increase slightly for the remainder of the fiscal year.

Interest expense was $3,786 in the first quarter of fiscal 2008 which compares with $1,792 in the first quarter of fiscal 2007. The increase in interest charges in the current quarter compared to a year ago was due to a higher level of short-term borrowing during the current fiscal year. The current level of interest expense is expected to decline in the second and third quarter of fiscal 2008 and increase in the fourth quarter of the year due to expected financing requirements of anticipated orders.

Other income was $21,509 in the first quarter of fiscal 2008 which compares with $52,935 in the first quarter of fiscal 2007. Other income consists primarily of 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 dividend income from short-term investments during the current quarter. All short-term investments were sold during fiscal 2007.

Income taxes in the first quarter of fiscal 2008 was $645,000 which compares with a recovery of income taxes of $193,000 in the first quarter of fiscal 2007. In the first quarter of fiscal 2008 income taxes was recorded at an effective tax rate of 37%. The effective tax rate for fiscal 2007 was 34%.

Net income in the first quarter of fiscal 2008 was $1,108,889. The net income for the current quarter is primarily the result of a higher sales volume. This compares with a net loss in the first quarter of fiscal 2007 of $390,744. The loss in fiscal 2007 was primarily the result of a lower sales volume.

The Company has available a net operating loss carryforward and research and development credit carryforwards that begin to expire in 2015. During fiscal 2007 the Company recorded a valuation allowance in the amount of $443,000 due to additional losses and an increased likelihood of tax credits expiring before being utilized.

The Company's ability to realize the entire benefit of its deferred tax assets requires that the Company achieve certain future earning levels prior to the expiration of its net operating loss and research and development credit carryforwards. The Company could be required to record additional valuation allowances for a portion or all of its deferred tax assets if market conditions deteriorate and future earnings are below, or are projected to be below, its current estimates. Because of the uncertainties involved with this significant estimate, it is reasonably possible that the Company's estimate may change.

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.

Unshipped customer orders as of December 31, 2007 were $885,000 versus $880,000 at December 31, 2006. The increase was due primarily to increased orders for automotive diagnostic products to automotive OEM's and aftermarket products which include emissions products of $17,000 and $67,000 respectively. These increases were offset in part by a decrease in indicator products of approximately $79,000. These lower levels of backlog are more typical for the Company versus the large backlog level of $5,756,000 at September 30, 2007. The Company anticipates that most of the current backlog will be shipped in fiscal 2008.

Liquidity and Capital Resources

Total current assets were $8,718,219, $10,244,505 and $7,457,167 at December 31, 2007, September 30, 2007 and December 31, 2006, respectively. The increase of approximately $1,261,000 from December to December is due primarily to the increase in cash and cash equivalents, accounts receivable and prepaid expenses of approximately $2,448,000, $346,000 and $96,000 respectively, offset in part by a decrease in short-term investments, inventories and  deferred income taxes of approximately $908,000, $551,000 and $170,000 respectively. The decrease from September 30, 2007 to December 31, 2007 is due primarily to the decrease in accounts receivable and inventories of $3,091,000 and $1,781,000 respectively, offset in part by the increase in cash and cash equivalents, and prepaid expenses of approximately $3,225,000 and $121,000 respectively. The decreases are due primarily to a decreased sales volume in December 2007 and decreased inventory purchasing volume during the current quarter.

Working capital as of December 31, 2007 amounted to $7,856,399 as compared with $6,087,073 a year earlier. Current assets were 10.1 times current liabilities and total cash, short-term investments and receivables were 6.2 times current liabilities. These ratios compare to 5.4 and 2.5, respectively, at December 31, 2006.

Internally generated funds during the three months ended December 31, 2007 were $5,078,361 and were adequate to fund the Company's primary non-operating cash requirements consisting of capital expenditures and debt payments of $2,153 and $1,947,700 respectively. The primary reason for the positive cash flow from operations was the net income and 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 2008.

Shareholders' equity during the three months ended December 31, 2007 increased by $1,208,396 which was the net income during the period of $1,108,889, sale of 14,450 shares under option of $96,044 and $3,463 of share-based compensation expense.

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. Subsequent to the balance sheet date this agreement was extended through February 2010. 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 Company violated the pre-tax interest coverage ratio covenant at September 30, 2007 and obtained a waiver from its financial lender. The Company is in compliance with both loan covenants at December 31, 2007. The revolving credit facility is subject to a review by the Company's lender in February 2008. Management is confident a renewal of the credit facility can be negotiated at acceptable terms. The Company had no outstanding borrowings under this loan facility at December 31, 2007. During fiscal 2008 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 2008 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

Our critical accounting policies are as presented in Notes to Consolidated Financial Statements and Management's Discussion and Analysis or Plan of Operation in our Form 10-KSB for the year ended September 30, 2007.

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, 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 December 31, 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 first fiscal quarter ended December 31, 2007 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
(Registrant)




Date: February 12, 2008

/s/ R. L. Bauman


R. L. Bauman, Chief Executive Officer,
President, and Treasurer





Date: February 12, 2008

/s/ G. M. Zoloty


G. M. Zoloty, Chief Financial Officer





















































































EX-11 2 exhibit11.htm EXHIBIT 11 Exhibit11FY07Q1

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, 


2007

2006



 

NET INCOME
Net income (loss) applicable to common
shares for basic earnings per share

$1,108,889

$(390,744)




Net income (loss) applicable to common
shares for diluted earnings per share

$1,108,889

$(390,744)




SHARES OUTSTANDING
Weighted average shares for basic earnings per share

1,226,437

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 

           78,624

       -*




Total shares for diluted earnings per share

1,305,061

1,211,245




Basic Earnings Per Common Share

$.90

$(.32)




Diluted Earnings Per Common Share

$.85

$(.32)



*  Net effect of stock options was antidilutive for the period.
 
 
 
 
 
 
 




















EX-31 3 exhibit311.htm EXHIBIT 31.1 Section302(a)rlbfy07qtr1
Form 10-QSB

Exhibit 31.1

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:

  1. I have reviewed this quarterly report on Form 10-QSB of Hickok Incorporated (the "small business issuer");

  2. 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;

  3. 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;

  4. 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

  5. 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 12, 2008










EX-31 4 exhibit312.htm EXHIBIT 31.2 Sec302(a)gmzfy07qtr1
Form 10-QSB

Exhibit 31.2

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:

  1. I have reviewed this quarterly report on Form 10-QSB of Hickok Incorporated (the "small business issuer");

  2. 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;

  3. 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;

  4. 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

  5. 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 12, 2008












EX-32 5 exhibit321.htm EXHIBIT 32.1 Section906rlbfy07qtr1

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, 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:

  1. the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

  1. 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 12, 2008




































EX-32 6 exhibit322.htm EXHIBIT 32.2 Section906gmzfy06qtr1

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, 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:

  1. the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

  1. 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 12, 2008



































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