-----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, JbLKXbgSUiNkl6jmGSAMn6qUvFIMGcWRTBzGQRDgON0/bCD90Jp8xgt295DB/2ZY 01SuzffPfHdpkoKYMXgzrQ== 0000052971-98-000002.txt : 19980218 0000052971-98-000002.hdr.sgml : 19980218 ACCESSION NUMBER: 0000052971-98-000002 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971231 FILED AS OF DATE: 19980213 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: JACO ELECTRONICS INC CENTRAL INDEX KEY: 0000052971 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-ELECTRONIC PARTS & EQUIPMENT, NEC [5065] IRS NUMBER: 111978958 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-05896 FILM NUMBER: 98539800 BUSINESS ADDRESS: STREET 1: 145 OSER AVE CITY: HAUPPAUGE STATE: NY ZIP: 11788 BUSINESS PHONE: 5162735500 MAIL ADDRESS: STREET 1: 145 OSER AVE CITY: HAUPPAUGE STATE: NY ZIP: 11788 10-Q 1 QUARTERLY REPORT FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 {X} QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended December 31, 1997 OR { } TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________________ to _________________________ Commission File Number 0-5896 JACO ELECTRONICS, INC. (Exact name of registrant as specified in its charter) NEW YORK 11-1978958 (State of other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 145 OSER AVENUE, HAUPPAUGE, NEW YORK 11788 (Address of principal executive office) (Zip Code) Registrant's telephone number, including area code: (516) 273-5500 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such report), and (2) has been subject to such filing requirements for the past 90 days. YES X NO __ Number of Shares of Registrant's Common Stock Outstanding as of February 3, 1998 - 3,778,221 (Excluding 197,500 Shares of Treasury Stock and 90,000 Shares of Restricted Stock).
FORM 10-Q December 31, 1997 Page 2 PART I - FINANCIAL INFORMATION ITEM 1 - FINANCIAL STATEMENTS JACO ELECTRONICS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) December 31, June 30, 1997 1997 ------------------ ----------------- ASSETS Current Assets Cash $ 476,724 $ 463,352 Marketable securities 690,723 627,179 Accounts receivable - net 23,202,003 22,008,210 Inventories 32,280,464 33,311,201 Prepaid expenses and other 1,177,631 1,359,617 Prepaid income taxes 110,264 528,243 Deferred income taxes 818,000 750,000 ------------------ ----------------- Total current assets 58,755,809 59,047,802 Property, plant and equipment - net 5,543,853 5,009,045 Deferred income taxes 261,000 244,000 Excess of cost over net assets acquired 4,055,937 4,151,574 Other assets 1,635,601 1,543,257 ------------------ ----------------- $ 70,252,200 $69,995,678 ================== ================= See accompanying notes to condensed consolidated financial statements.
FORM 10-Q December 31, 1997 Page 3 JACO ELECTRONICS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) December 31, June 30, 1997 1997 ----------------- ------------------ LIABILITIES & SHAREHOLDERS' EQUITY Current Liabilities Accounts payable and accrued expenses $ 17,351,691 $ 17,302,127 Current maturities of long term debt and capitalized lease obligations 585,756 599,239 ----------------- ------------------ Total current liabilities 17,937,447 17,901,366 Long term debt and capitalized lease obligations 14,950,045 15,552,549 Deferred compensation 675,000 650,000 SHAREHOLDERS' EQUITY Preferred stock - authorized, 100,000 shares, $10 par value; none issued Common stock - authorized 10,000,000 shares, $.10 par value; issued 4,065,721 and 3,975,721 shares respectively, and 3,954,221 and 3,888,221 shares outstanding, respectively 406,572 397,572 Additional paid-in capital, net of deferred compensation 22,272,545 22,180,295 Unrealized gain on marketable securities 120,697 120,200 Retained earnings 14,754,909 13,893,696 Treasury stock (865,015) (700,000) ----------------- ------------------ Total shareholders' equity 36,689,708 35,891,763 ----------------- ------------------ $ 70,252,200 $ 69,995,678 ================= ================== See accompanying notes to condensed consolidated financial statements.
FORM 10-Q December 31, 1997 Page 4 JACO ELECTRONICS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS FOR THE THREE MONTHS ENDED DECEMBER 31, (UNAUDITED) 1997 1996 ---------------- ---------------- NET SALES $39,787,894 $38,194,939 COST AND EXPENSES Cost of goods sold 31,589,263 30,183,146 ---------------- ---------------- Gross profit 8,198,631 8,011,793 Selling, general and administrative expenses 7,149,105 6,761,206 ---------------- ---------------- Operating profit 1,049,526 1,250,587 Interest expense 270,343 206,306 ---------------- ---------------- Earnings before income taxes 779,183 1,044,281 Income tax provision 316,000 423,000 ---------------- ---------------- NET EARNINGS $ 463,183 $ 621,281 ================ ================ Net earnings per common share Basic and diluted $ .12 $ .16 ================ ================ Weighted average common shares outstanding Basic 3,882,851 3,888,221 Diluted 3,938,860 3,940,394 ================ ================ See accompanying notes to condensed consolidated financial statements.
FORM 10-Q December 31, 1997 Page 5 JACO ELECTRONICS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS FOR THE SIX MONTHS ENDED DECEMBER 31, (UNAUDITED) 1997 1996 ----------------- ------------------ NET SALES $ 76,666,428 $ 76,516,729 COST AND EXPENSES Cost of goods sold 60,650,643 60,389,434 ----------------- ------------------ Gross profit 16,015,785 16,127,295 Selling, general and administrative expenses 14,026,220 13,353,450 ----------------- ------------------ Operating profit 1,989,565 2,773,845 Interest expense 542,352 405,923 ----------------- ------------------ Earnings before income taxes 1,447,213 2,367,922 Income tax provision 586,000 959,000 ----------------- ------------------ NET EARNINGS $ 861,213 $ 1,408,922 ================= ================== Net earnings per common share Basic and diluted $ .22 $ .36 ================= ================== Weighted average common shares outstanding Basic 3,885,537 3,909,906 Diluted 3,939,345 3,961,315 ================= ================== See accompanying notes to condensed consolidated financial statements.
FORM 10-Q December 31,1997 Page 6 JACO ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY FOR THE SIX MONTHS ENDED DECEMBER 31, 1997 (UNAUDITED) Unrealized Additional Gain on Common Stock Paid-In Marketable Retained Treasury Shares Amount Capital Securities Earnings Stock --------------- ------------- ----------------- --------------- ----------------- -------------- Balance at July 1, 1997 3,975,721 $ 397,572 $ 22,180,295 $ 120,200 $ 13,893,696 $(700,000) Issuance of restricted stock 90,000 9,000 621,000 Deferred compensation expense Purchase of treasury stock (165,015) Unrealized gain on marketable securities - net 497 Net earnings 861,213 --------------- ------------- ----------------- --------------- ----------------- -------------- Balance at December 31, 1997 4,065,721 $ 406,572 $ 22,801,295 $ 120,697 $ 14,754,909 $(865,015) =============== ============= ================= =============== ================= ============== JACO ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY FOR THE SIX MONTHS ENDED DECEMBER 31, 1997 (UNAUDITED) Deferred Shareholders' Compensation Equity --------------- ----------------- Balance at July 1, 1997 $ 35,891,763 Issuance of restricted stock $ (540,000) 90,000 Deferred compensation expense 11,250 11,250 Purchase of treasury stock (165,015) Unrealized gain on marketable securities - net 497 Net earnings 861,213 --------------- ----------------- Balance at December 31, 1997 $ (528,750) $ 36,689,708 =============== ================= See accompanying notes to condensed consolidated financial statements
FORM 10-Q December 31, 1997 Page 7 JACO ELECTRONICS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED DECEMBER 31, (UNAUDITED) 1997 1996 ---------------- ---------------- Cash flows from operating activities Net earnings $ 861,213 $ 1,408,922 Adjustments to reconcile net earnings to net cash provided by operating activities Depreciation and amortization 650,795 463,786 Deferred compensation 36,250 25,000 Deferred income tax benefit (85,000) (15,000) Gain on sale of equipment (11,094) Provision for doubtful accounts 235,575 162,450 Changes in operating assets and liabilities, net of effect of acquisitions Decrease in operating assets - net 291,333 2,785,845 Increase (decrease) in operating liabilities - net 49,564 (2,760,155) ---------------- ---------------- Net cash provided by operating activities 2,039,730 2,059,754 ---------------- ---------------- Cash flows from investing activities Capital expenditures (1,023,300) (782,641) Proceeds from sale of equipment 34,000 Acquisition of operating assets - net (1,257,369) Increase in marketable securities - net (63,046) Increase in other assets (159,010) (128,989) ---------------- ---------------- Net cash used in investing activities (1,245,356) (2,134,999) ---------------- ---------------- Cash flows from financing activities Borrowings under line of credit 73,312,120 81,253,959 Payments under line of credit (73,455,110) (80,002,019) Principal payments under equipment financing and term loans (472,997) (240,359) Purchase of treasury stock (165,015) (700,000) ---------------- ---------------- Net cash (used in) provided by financing activities (781,002) 311,581 ---------------- ---------------- NET INCREASE IN CASH 13,372 236,336 ---------------- ---------------- Cash at beginning of period 463,352 164,161 ---------------- ---------------- Cash at end of period $ 476,724 $ 400,497 ================ ================ See accompanying notes to condensed consolidated financial statements
FORM 10-Q December 31, 1997 Page 8 JACO ELECTRONICS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE A - BASIS OF PRESENTATION 1) The accompanying condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring accrual adjustments, which are in the opinion of management, necessary for a fair presentation of the consolidated financial position and the results of operations at and for the periods presented. Such financial statements do not include all the information or footnotes necessary for a complete presentation. Therefore, they should be read in conjunction with the Company's audited consolidated statements for the year ended June 30, 1997 and the notes thereto included in the Company's annual report on Form 10-K. The results of operations for the interim periods are not necessarily indicative of the results for the entire year. 2) The Company has a $30,000,000 term loan and revolving line of credit facility with its banks, which are based principally on eligible accounts receivables and inventories as defined in the agreement. The agreement was amended to (i) extend the maturity date to September 13, 2000, (ii) change the interest rate to a rate based on the average 30 day LIBOR rate plus 3/4 % to 1 1/4% depending on the Company's performance measured by a financial ratio effective January 1, 1998 and (iii) changed the requirements of certain financial covenants. The applicable interest rate may be adjusted quarterly and borrowings under this facility are collateralized by substantially all of the assets of the Company. 3) The Board of Directors of the Company has authorized the purchase of up to 250,000 shares of its outstanding common stock under a stock repurchase program. The purchases may be made by the Company from time to time on the open market at the Company's discretion. The Company has resumed purchases of its common stock under this program and as of February 3, 1998 a total of 197,500 shares have been repurchased for aggregate consideration of $1,406,270. 4) For interim financial reporting purposes, the Company uses the gross profit method for computing inventories, which consists of goods held for resale. 5) In February 1997, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 128, "Earnings Per Share," which is effective for financial statements for both interim and annual periods ending after December 15, 1997. The new standard eliminates primary and fully diluted earnings per share and requires presentation of basic and diluted earnings per share together with disclosure of how the per share amounts were computed. The Company has adopted this standard and has restated its earnings per share for prior periods presented. FORM 10-Q December 31, 1997 Page 9 The number of shares used in the Company's basic and diluted earnings per share computations are as follows:
Three Months Ended Six Months Ended December 31, December 31. ------------------------- ------------------------ 1997 1996 1997 1996 ----------- ----------- ----------- ------------ Weighted average common shares outstanding net of treasury shares, for basic earnings per share 3,882,851 3,888,221 3,885,537 3,909,906 Common stock equivalents for stock options and restricted stock 56,009 52,173 53,808 51,409 ----------- ----------- ----------- ----------- Weighted average common shares outstanding for diluted earnings per share 3,938,860 3,940,394 3,939,345 3,961,315 ========= ========= ========= =========
6) During August 1996, and January 1997, the Company purchased QPS Electronics, Inc. and Corona Electronics, Inc., respectively, both of which are electronic component distributors. Aggregate consideration paid for the acquisitions approximated $4,700,000 of which $157,500 was paid through the issuance of 20,000 shares of the Company's common stock. These acquisitions have been accounted for by the purchase method and, as such, the fair value of the assets and liabilities acquired have been recorded on the date of the respective acquisitions. The respective results of their operations are included with those of the Company from the date of acquisition. The excess of the purchase price, over the fair value of the assets acquired, approximately $3,053,000, is being amortized using the straight-line method over a period of twenty years. Pro forma historical results of operations are not presented, as such results would not be materially different from the historical results of the Company. 7) In December 1997, the shareholders' of the Company approved an amendmentto the Company's 1993 Non-Qualified Stock Option Plan, (the "Plan") to increase the aggregate number of shares of common stock which may be issued upon exercise of all options granted under the Plan from 293,333 shares to 600,000 shares. Additionally, the shareholders' approved the adoption of the Jaco Electronics, Inc. Restricted Stock Plan (the "Restricted Stock Plan"). The Restricted Stock Plan, enables the Board of Directors or Plan Committee to have sole discretion and authority to determine who may purchase restricted stock, the number of shares, the price to be paid and the restrictions placed upon the stock. Pursuant to the Restricted Stock Plan, the Board of Directors has authorized the purchase of 90,000 shares of the Company's common stock by certain employees at a purchase price of $1.00 per share. Shares purchased are subject to a four-year vesting period. FORM 10-Q December 31, 1997 Page 10 JACO ELECTRONICS, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Statements in this filing, and elsewhere, which look forward in time involve risks and uncertainties which may effect the actual results of operations. The following important factors, among others, have affected and, in the future, could affect the Company's actual results: dependence on a limited number of suppliers for products which generate a significant portion of the Company's sales, the effect upon the Company of increases in tariffs or duties, changes in trade treaties, strikes or delays in air or sea transportation and possible future United States legislation with respect to pricing and/or import quotas on products imported from foreign countries, and general economic effect upon manufacturers, end users of electronic components and electronic component distributors. GENERAL Jaco is a distributor of electronic components and provider of contract manufacturing and value-added services. Products distributed by Jaco include semiconductors, capacitors, resistors, electromechanical devices, flat panel displays (FPD's) and power supplies used in the assembly and manufacturing of electronic equipment. The Company's customers are primarily small and medium sized manufacturers. The trend for these customers has been to shift certain manufacturing functions to third parties (outsourcing). The Company intends to seek to capitalize on this trend toward outsourcing by increasing sales of products enhanced by value-added services. Value-added services currently provided by Jaco consist of configuring complete computer systems to customer specifications both in tower and desktop configurations, kitting (e.g. supplying sets of specified quantities of products to a customer that are prepackaged for ease of feeding the customer's production lines), automated inventory management services and contract manufacturing services through the Company's wholly-owned subsidiary, Nexus Custom Electronics, Inc. FORM 10-Q December 31, 1997 Page 11 Results of Operations The following table sets forth certain items in the Company's statement of earnings as a percentage of net sales for the periods shown;
Three Months Ended Six Months Ended December 31, December 31, ------------------------------ ------------------------------- 1997 1996 1997 1996 ------------ -------------- -------------- ------------- Net Sales 100.0% 100.0% 100.0% 100.0% Cost of goods sold 79.4 79.0 79.1 78.9 ------------ -------------- -------------- ------------- Gross profit 20.6 21.0 20.9 21.1 Selling, general and administrative expenses 18.0 17.7 18.3 17.5 ------------ -------------- -------------- ------------- Operating profit 2.6 3.3 2.6 3.6 Interest expense 0.6 0.6 0.7 0.5 ------------ -------------- -------------- ------------- Earnings before income taxes 2.0 2.7 1.9 3.1 Income tax provisions 0.8 1.1 0.8 1.3 ------------ -------------- -------------- ------------- NET EARNINGS 1.2% 1.6% 1.1% 1.8% ============ ============== ============== =============
COMPARISON OF THE THREE AND SIX MONTHS ENDED DECEMBER 31, 1997 AND DECEMBER 31, 1996 - -------------------------------------------------------------------------------- Net sales for the second quarter and six months ended December 31, 1997 were $39.8 million and $76.7 million as compared to $38.2 million and $76.5 million for the three months and six months ended December 31, 1996. This represented a 4.2 % and .2% increase in net sales, respectively. The increase in net sales during the current quarter was partially attributable to the sales of flat panel displays and an increase in revenue from the wholly owned subsidiary (Nexus), a contract manufacturer. The Company believes that its flat panel division will generate sales growth in future periods. Additionally, during the quarter, the Company increased its sales in contract manufacturing through growth in both existing and new customers. FORM 10-Q December 31, 1997 Page 12 Gross profit margins for the three and six months ended December 31, 1997 were 20.6% and 20.9% as compared to 21.0% and 21.1% for the comparable periods of the prior fiscal year. The Company was able to slightly increase profit margins on it's component sales. However, the slight overall decrease in gross profit margins during the three and six months ended December 31, 1997 was attributable to the lower profit margins generated by contracting manufacturing, which was the result of increased revenue from larger contracts with lower margins. Selling, general and administrative (SG&A) expenses were $7.1 million and $14.0 million for the three and six months ended December 31, 1997, compared to $6.8 million and $13.4 million last year. The increase was attributable to the acquisition of Corona Electronics, Inc. during January 1997, the hiring of additional sales personnel for the flat panel group, additional field application engineers (FAE's) and additional management to focus on semiconductor growth. These increases were partially offset during the current quarter and six months by a reduction in certain administrative costs and a reduction in non-core personnel. Interest expense increased to $270,000 and $542,000 for the three and six months ended December 31, 1997 compared to $206,000 and $406,000 for the same periods last year. The increase was primarily attributable to the increased borrowings resulting from the acquisition of Corona Electronics, Inc. (see note A-6 of the notes to condensed consolidated financial statements) during fiscal 1997. Net earnings for the three months ended December 31, 1997 was $463,000, or $.12 per share diluted, as compared to $621,000, or $.16 per share diluted for the three months ended December 31, 1996. Net earnings for the six months ended December 31, 1997 was $861,000, or $.22 per share diluted, as compared to $1,409,000, or $.36 per share diluted as compared to the comparable period last year. The decrease in net earnings was attributable to the increase in SG&A expenses incurred in expanding the semiconductor management group, flat panel display division, field application engineer program and the acquisition of Corona Electronics, Inc. LIQUIDITY AND CAPITAL RESOURCES The Company's agreement with its banks, as amended, provides the Company with a $30,000,000 term loan and revolving line of credit facility based principally on eligible accounts receivables and inventories of the Company as defined in the agreements expiring September 13, 2000. Effective June 1, 1997, borrowings under the credit facility bear interest at the average 30-day LIBOR rate plus 1%. As of January 1, 1998, interest is based on the average daily 30-day LIBOR rate plus 3/4% to 1 1/4% depending on a financial ratio. The applicable interest rate may be adjusted quarterly. The outstanding balance on the revolving line of credit facility was $13,880,202 at December 31, 1997. The term loan, with a remaining balance of $696,428 at December 31, 1997, requires monthly principal payments of $17,857, together with interest through September 13, 2000, with a final payment of $107,147 on September 13, 2000. Borrowings under this facility are collateralized by substantially all of the assets of the Company. The agreement contains provisions for maintenance of certain financial ratios, all of which FORM 10-Q December 31, 1997 Page 13 the Company believes it is in compliance with at December 31, 1997, and prohibits the payment of cash dividends. The agreement also provides for the issuance of letters of credit by the banks on the Company's behalf. At December 31, 1997, $500,000 of such letters of credit were outstanding. For the six months ended December 31, 1997, the Company's net cash provided by operating activities was $2,040,000 as compared to net cash provided by operating activities of $2,060,000 for the six months ended December 31, 1996. Net cash used in investing activities decreased to $1,245,000 for the first six months of fiscal 1998, as compared to $2,135,000 for the first six months of fiscal 1997. The acquisition of the operating assets of QPS Electronics, Inc. during fiscal 1997 required $1,257,000, which was financed substantially through additional borrowings from the Company's line of credit. The Company's cash expenditures may vary significantly from current levels, based on a number of factors, including, but not limited to, future acquisitions, if any. On April 15, 1996, the Company's Board of Directors authorized the purchase of up to 250,000 shares of its common stock or approximately 6.3% of the then outstanding shares, under a stock repurchase program. During the quarter, the Company repurchased 24,000 shares at an average market price of $6.88 per share. As of February 3, 1998, in the aggregate, the Company has repurchased 197,500 shares at an average market price of $7.12 per share. The year 2000 data management issue, which has received wide spread publicity, is not expected to have a material impact on the Company. The first six months of fiscal 1998 and 1997 inventory turnover was 3.7x and 4.1x, respectively. The average days outstanding of the Company's accounts receivable at December 31, 1997 was 54 days, as compared to 52 days at December 31, 1996. The Company did not experience any significant trade collection difficulties during the first six months of fiscal 1998. The Company believes that cash flow from operations and funds available under its credit facility will be sufficient to fund the Company's capital needs for at least the next twelve months. INFLATION Inflation has not had a significant impact on the Company's operations during the last three fiscal years. FORM 10-Q December 31, 1997 Page 14 PART II - OTHER INFORMATION Item 1. Legal Proceedings Nothing to Report Item 2. Changes in Securities and Use of Proceeds Nothing to Report Item 3. Defaults Upon Senior Securities Nothing to Report Item 4. Submission of Matters to a Vote of Security Holders Jaco's Annual Meeting of Shareholders was held on December 9, 1997. The Shareholders approved the following: (i) The election of each of the nominees to the Board of Directors: Stephen A. Cohen For: 3,381,990 Withheld: 220,582 Edward M. Frankel For: 3,382,164 Withheld: 220,408 Charles B. Girsky For: 3,382,164 Withheld: 220,408 Joel H. Girsky For: 3,381,899 Withheld: 220,673 Joseph F.Hickey,Jr. For: 3,382,164 Withheld: 220,408 (ii) An amendment to the Company's 1993 Non-Qualified Stock Option Plan (the "1993 Non-Qualified Plan") as amended, to increase the aggregate number of shares of common stock, $0.10 par value per share (the "Common Stock"), which may be issued upon the exercise of the options granted under the 1993 Non-Qualified Plan from 293,333 shares of Common Stock to 600,000 shares of Common Stock For: 1,599,185 Against: 1,283,012 Abstention: 105,467 FORM 10-Q December 31, 1997 Page 15 (iii)An amendment to the Company's 1993 Non-Qualified Plan to incorporate certain provisions of Section 162(m) of the Internal Revenue Code. For: 2,478,299 Against: 835,956 Abstention: 105,011 (iv) The Company's Restricted Stock Plan. For: 2,096,725 Against: 686,749 Abstention: 105,941 Item 5. Other Information Nothing to Report Item 6. Exhibits and Reports on Form 8-K a) Exhibits: 27. Financial Data Schedule b) Reports on Form 8-K: None S I G N A T U R E Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. JACO ELECTRONICS, INC. (Registrant) BY: /s/ Jeffrey D. Gash Jeffrey D. Gash, Vice President/ Finance (Principal Financial Officer) DATED: February 13, 1998 EX-27 2 FINANCIAL DATA SCHEDULE
5 This schedule contains summary financial information extracted form the unaudited condensed consolidated balance sheet as of December 31, 1997 and the unaudited condensed consolidated statement of earnings for the six months ended December 31, 1997 and is qualified in its entirety by reference to such financial statements. 6-MOS JUN-30-1998 JUL-01-1997 DEC-31-1997 476,724 690,723 24,277,367 1,075,364 32,280,464 58,755,809 8,359,747 2,815,894 70,252,200 17,937,447 15,625,045 0 0 406,572 36,283,136 70,252,200 76,666,428 76,666,428 60,650,643 60,650,643 14,026,220 0 542,352 1,447,213 586,000 861,213 0 0 0 861,213 0.22 0.22
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