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UNITED
STATES FORM 10-QSB X
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT
OF 1934
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
ACT Commission
File No. 0-147 HICKOK INCORPORATED
Ohio 34-0288470 (State
or
other jurisdiction of incorporation or organization) (IRS Employer Identification No.) 10514
Dupont Avenue, Cleveland, Ohio 44108 (Address
of principal executive offices) (Zip Code) (Issuer's
telephone
number) (216) 541-8060 Check whether the
issuer (1) filed all reports required to be filed by Section 13 or
15(d)
of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2)
has been
subject to such filing requirements for the past 90 days. Yes X
No___ Item 1.
Financial
Statements: HICKOK INCORPORATED Three months ended Net
Sales
Product
Sales
Service
Sales
Total Net Sales
Cost
of Product Sold
Cost
of Service Sold
Product
Development
Marketing
and Administrative
Interest
Charges
Other
Income Income
<Loss>
before Provision for Income Taxes Provision
for <Recovery of> Income Taxes Earnings
per Common Share:
Income
<Loss> before cumulative Net
Income
<Loss> Earnings
per Common Share Assuming Dilution: Net
Income
<Loss> Dividends
per Common Share See Notes to
Consolidated
Financial Statements December 31, September 30, December 31, Assets Current
Assets Cash
and
Cash Equivalents Trade
Accounts
Receivable-Net Inventories Deferred
Income Taxes Prepaid
Expenses Total Current Assets Property,
Plant and Equipment Land Buildings Machinery
and Equipment Total Property - Net Other
Assets Deferred
Income Taxes - Net Deposits Total Other Assets Total
Assets December 31, September 30, December 31, Liabilities
and Stockholders' Equity Current
Liabilities Trade
Accounts
Payable Accrued
Payroll
& Related Expenses Accrued
Expenses Accrued
Taxes
Other Than Income Accrued
Income
Taxes Total Current Liabilities Stockholders'
Equity Class A, $1.00 par
value; Class
B,
$1.00 par value; Contributed
Capital Retained
Earnings Total Stockholders' Equity Total
Liabilities
and HICKOK INCORPORATED Cash
Flows
from Operating Activities:
Cash
received from customers
Cash
paid to suppliers and employees
Interest
paid
Interest
received
Income
taxes <paid> refunded
Net Cash Provided By <Used In> Operating Cash
Flows
from Investing Activities:
Capital
expenditures
Net Cash Provided By <Used In> Investing Cash
Flows
from Financing Activities:
Net Cash Provided By <Used In> Financing Net
increase
in cash and cash equivalents Cash
and
cash equivalents at beginning of year Cash
and
cash equivalents at end of first quarter See
Notes
to Consolidated Financial Statements Reconciliation
of Net Income <Loss> to Net Cash Provided By <Used
In>
Operating Activities:
Net
Income <Loss>
Adjustments
to reconcile net income <loss> to
Depreciation
Changes in assets and liabilities:
Decrease <Increase> in accounts
Decrease <Increase> in inventories
Decrease <Increase> in prepaid
expenses
Increase <Decrease> in accounts
payable
Increase <Decrease> in accrued payroll
Increase <Decrease> in accrued
expenses
Increase <Decrease> in accrued income
Total Adjustments
Net Cash Provided By <Used
In> HICKOK
INCORPORATED The
accompanying
unaudited consolidated financial statements have been prepared in
accordance
with generally accepted accounting principles for interim financial
information
and with the instructions to Form 10-QSB and Article 10 of Regulation
S-X.
Accordingly, they do not include all of the information and footnotes
required
by generally accepted accounting principles for complete financial
statements.
In the opinion of management, all adjustments (consisting of normal
recurring
accruals) considered necessary for a fair presentation have been
included.
Operating results for the three month period ended December 31, 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: The
following
table sets forth the computation of comprehensive income: Inventories are
valued at
the lower of cost or market and consist of the following: December
31, September
30, December
31, Components $1,955,602 $2,801,869 $2,225,917 Work-in-Process Finished
Product 501,819 522,772 $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:
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________________________________________________
(Exact name of small business issuer as specified in its charter)
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
CONSOLIDATED INCOME STATEMENTS
(Unaudited)
December 31,
2007
2006
$7,128,256
$2,038,235
113,156
153,395
7,241,412
2,191,630
Cost and Expenses
3,823,656
1,269,861
103,677
164,273
464,730
463,388
Expenses1,113,183
914,132
3,786
1,792
<21,509>
<52,935>
Total Costs and Expenses
5,487,523
2,760,511
1,753,889
<568,881>
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>
effect of change in accounting principle
$.90
$<.31>
Cumulative effect of change in
accounting for stock based compensation
-
<.01>
$.90
$<.32>
Income <Loss> before cumulative
effect of change in accounting principle
$.85
$<.31>
Cumulative effect of change in
accounting for stock based compensation
-
<.01>
$.85
$<.32>
$-0-
$.10
CONSOLIDATED
BALANCE SHEET
Note: Amounts
derived
from audited financial statements previously filed with the
2007
(Unaudited)
2007
(Note)
2006
(Unaudited)
$3,826,531
$601,979
$1,377,563
Short-term Investments
-
-
908,415
1,532,395
4,623,055
1,186,258
2,804,632
4,585,552
3,356,043
354,900
354,900
525,300
199,761
79,019
103,588
8,718,219
10,244,505
7,457,167
233,479
233,479
229,089
1,461,892
1,461,892
1,492,161
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
764,157
817,328
928,155
1,045,307
1,690,307
1,766,400
1,750
1,750
1,750
1,047,057
1,692,057
1,768,150
$10,529,433
$12,753,890
$10,153,472
Securities and Exchange Commission.
See Notes to Consolidated Financial Statements
2007
(Unaudited)
2007
(Note)
2006
(Unaudited)
Short-term Financing
$-
$1,947,700
$-
201,997
1,888,687
228,436
515,579
275,858
644,947
Dividends Payable
-
-
121,124
63,526
110,543
191,876
80,718
71,885
77,118
-
-
106,593
861,820
4,294,673
1,370,094
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
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
1,084,908
999,851
957,142
7,346,610
6,237,721
6,496,389
9,667,613
8,459,217
8,783,378
Stockholders' Equity $10,529,433
$12,753,890
$10,153,472
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED DECEMBER 31,
(Unaudited)
2007
2006
$10,332,072
$5,387,755
<5,244,576>
<2,591,678>
<22,373>
<3,117>
13,238
10,991
-
<39,000>
Activities
5,078,361
2,764,951
<2,153>
<100,751>
Activities
<2,153>
<100,751>
Decrease in
short-term
financing
<1,947,700>
<1,348,000>
Sale of
Class
A shares under option
96,044
-
Activities<1,851,656>
<1,348,000>
3,224,552
1,316,200
601,979
61,363
$3,826,531
$1,377,563
2007
2006
$1,108,889
$<390,744>
net cash provided by operating activities:
55,324
63,017
Dividends reinvested
-
<38,883>
Share-based compensation
expense
3,463
25,876
Deferred income taxes
645,000
<201,000>
receivable
3,090,660
3,196,125
1,780,920
407,031
<120,742>
<41,840>
<1,686,690>
<136,266>
and related
expenses239,721
<21,106>
and accrued
taxes
other than income
<38,184>
<70,759>
taxes
-
<26,500>
3,969,472
3,155,695
Operating
Activities $5,078,361
$2,764,951
Non-cash disclosures:
Dividends payable
$-0-
$121,124
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
DECEMBER 31, 2007
1. Basis
of Presentation
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
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
2007
2007
2006
347,211
1,260,911
375,766
754,360
Employee Plans
Outstanding Stock
Options Exercisable
Share Price
Range of exercise prices:
$3.13 - 5.00
$7.13 - 10.50
Directors Plans |
|
Share Price |
Weighted Average Remaining Life
|
Number of Stock
Options
Exercisable |
Weighted Average Share
Price |
Range of exercise prices: | |||||
$3.55 - 5.25 |
22,000
|
$4.21
|
5.4
|
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.
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 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 |
$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 |
|
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
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 |
|
|
||
Date: February 12, 2008 |
/s/ R. L. Bauman |
|
|
R. L.
Bauman,
Chief Executive Officer, |
|
|
||
|
||
Date: February 12,
2008 |
/s/ G. M. Zoloty |
|
|
G. M. Zoloty, Chief Financial Officer |
FORM 10-QSB
EXHIBIT 11
HICKOK
INCORPORATED
CONSOLIDATED STATEMENT OF COMPUTATION OF EARNINGS
PER COMMON SHARE AND COMMON SHARE EQUIVALENTS
Three Months Ended |
|
|
December 31, |
|
|
2007 |
2006 |
|
NET
INCOME |
$1,108,889 |
$(390,744) |
|
|
|
Net income
(loss) applicable to common |
$1,108,889 |
$(390,744) |
|
|
|
SHARES
OUTSTANDING |
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.
RULE 13a-14(a)/15d-14(a) CERTIFICATION OF CHIEF EXECUTIVE OFFICER
Robert L. Bauman, Chief Executive Officer
I, Robert L. Bauman, Chief Executive Officer, certify that:
I have reviewed this quarterly report on Form 10-QSB of Hickok Incorporated (the "small business issuer");
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;
The small business issuer's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and have:
a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
c) Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
The small business issuer's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of small business issuer's board of directors (or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and
b) Any fraud,
whether or not material, that involves management or other employees
who have a significant role in the small business
issuer's internal control over financial reporting.
By:
/s/ R. L. Bauman
R. L. Bauman
Chief Executive
Officer
February 12, 2008
RULE 13a-14(a)/15d-14(a) CERTIFICATION OF CHIEF FINANCIAL OFFICER
Gregory M. Zoloty, Senior Vice President, Finance and Chief Financial Officer
I, Gregory M. Zoloty, Senior Vice President, Finance and Chief Financial Officer, certify that:
I have reviewed this quarterly report on Form 10-QSB of Hickok Incorporated (the "small business issuer");
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;
The small business issuer's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and have:
a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
c) Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting; and
The small business issuer's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of small business issuer's board of directors (or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and
b) Any fraud,
whether or not material, that involves management or other employees
who have a significant role in the small business
issuer's internal control over financial reporting.
By:
/s/ G. M. Zoloty
G. M. Zoloty
Senior Vice
President, Finance
and Chief Financial Officer
February 12, 2008
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:
the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ R. L. Bauman
R. L. Bauman
Chief Executive Officer
February 12, 2008
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:
the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ G. M. Zoloty
G. M. Zoloty
Chief Financial Officer
February 12, 2008