-----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, Scxs429QenqSJUOJBUtozxh4njuoqFLy45d/eSmC6csBYkhUQlX3dVFuAxSPLdZe dkP0yY71CGdgSuHavu42aQ== 0000950152-95-002527.txt : 19951118 0000950152-95-002527.hdr.sgml : 19951118 ACCESSION NUMBER: 0000950152-95-002527 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951109 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: LANCASTER COLONY CORP CENTRAL INDEX KEY: 0000057515 STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED RUBBER PRODUCTS, NEC [3060] IRS NUMBER: 131955943 STATE OF INCORPORATION: OH FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-04065 FILM NUMBER: 95588608 BUSINESS ADDRESS: STREET 1: 37 W BROAD ST CITY: COLUMBUS STATE: OH ZIP: 43215 BUSINESS PHONE: 6142247141 10-Q 1 LANCASTER COLONY 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1995 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 0-4065-1 LANCASTER COLONY CORPORATION (Exact name of registrant as specified in its charter) OHIO 13-1955943 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 37 WEST BROAD STREET, COLUMBUS, OHIO 43215 (Address of principal executive offices) (Zip Code) 614-224-7141 (Registrant's telephone number, including area code) NONE (Former name, former address and former fiscal year, if changed since last report) 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, and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ----- As of September 30, 1995, there were approximately 29,584,000 shares of common stock, no par value per share, outstanding. 1 of 9 2 LANCASTER COLONY CORPORATION AND SUBSIDIARIES INDEX
Page No. -------- Part I. Financial Information Consolidated Condensed Balance Sheets - September 30, 1995 and June 30, 1995 3 Consolidated Condensed Statements of Income - Three Months Ended September 30, 1995 and 1994 4 Consolidated Condensed Statements of Cash Flows - Three Months Ended September 30, 1995 and 1994 5 Notes to Consolidated Condensed Financial Statements 6 Management's Discussion and Analysis of the Results of Operations and Financial Condition 7-8 Part II. Other Information Item 6 - Exhibits and Reports on Form 8-K 8 Signatures 8 Exhibit 27 - Financial Data Schedule 9
2 of 9 3 LANCASTER COLONY CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS
September 30 June 30 1995 1995 ------------ ------------ (Unaudited) ASSETS Current Assets: Cash and equivalents $ 476,000 $ 8,239,000 Receivables - net of allowance for doubtful accounts 114,862,000 88,416,000 Inventories: Raw materials and supplies 39,669,000 34,020,000 Finished goods and work in process 112,968,000 107,866,000 ------------ ------------ Total inventories 152,637,000 141,886,000 Prepaid expenses and other current assets 11,050,000 11,226,000 ------------ ------------ Total current assets 279,025,000 249,767,000 Property, Plant and Equipment - At cost 291,856,000 282,525,000 Less Accumulated Depreciation 174,663,000 169,338,000 ------------ ------------ Property, plant and equipment - net 117,193,000 113,187,000 Other Assets 16,618,000 16,950,000 ------------ ------------ Total Assets $412,836,000 $379,904,000 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Short-term bank loans $ 12,500,000 Current portion of long-term debt 983,000 $ 1,026,000 Accounts payable 36,891,000 26,322,000 Accrued liabilities 41,686,000 33,164,000 ------------ ------------ Total current liabilities 92,060,000 60,512,000 Long-Term Debt - Less current portion 31,565,000 31,840,000 Other Noncurrent Liabilities 8,273,000 8,223,000 Deferred Income Taxes 1,524,000 2,181,000 Shareholders' Equity: Preferred stock - authorized 2,650,000 shares issuable in series; Class A - $1.00 par value, authorized 350,000 shares; Class B and C - no par value, authorized 1,150,000 shares each; outstanding - none Common stock - authorized 35,000,000 shares; issued September 30, 1995 - no par value - 30,770,000 shares; June 30, 1995 - no par value - 30,765,000 shares 28,242,000 28,086,000 Retained earnings 291,531,000 280,538,000 Foreign currency translation adjustment 570,000 501,000 ------------ ------------ Total 320,343,000 309,125,000 Less: Common stock in treasury, at cost September 30, 1995 - 1,186,000 shares; June 30, 1995 - 936,000 shares 38,372,000 29,420,000 Amount due from ESOP 2,557,000 2,557,000 ------------ ------------ Total shareholders' equity 279,414,000 277,148,000 ------------ ------------ Total Liabilities and Shareholders' Equity $412,836,000 $379,904,000 ============ ============
See Notes to Consolidated Condensed Financial Statements 3 of 9 4 LANCASTER COLONY CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (UNAUDITED)
Three Months Ended September 30 1995 1994 --------------- -------------- Net Sales $200,902,000 $189,130,000 Cost of Sales 141,583,000 132,114,000 ------------ ------------ Gross Margin 59,319,000 57,016,000 Selling, General and Administrative Expenses 33,424,000 31,574,000 ------------ ------------ Operating Income 25,895,000 25,442,000 Other Income (Expense): Interest expense (716,000) (715,000) Interest income and other - net 85,000 409,000 ------------ ------------ Income Before Income Taxes 25,264,000 25,136,000 Taxes Based on Income 9,856,000 9,816,000 ------------ ------------ Net Income $ 15,408,000 $ 15,320,000 ============ ============ Net Income Per Common Share $ .52 $ .51 ===== ===== Cash Dividends Per Common Share $ .15 $ .12 ===== ===== Weighted Average Common Shares Outstanding 29,709,000 30,254,000 ========== ==========
See Notes to Consolidated Condensed Financial Statements 4 of 9 5 LANCASTER COLONY CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three Months Ended September 30 1995 1994 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $15,408,000 $15,320,000 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 5,913,000 5,953,000 Deferred income taxes and other noncash charges (584,000) (1,289,000) Loss on sale of property 18,000 17,000 Changes in operating assets and liabilities: Receivables (26,446,000) (17,746,000) Inventories (10,751,000) (18,298,000) Prepaid expenses and other current assets 176,000 (819,000) Accounts payable 10,569,000 9,355,000 Accrued liabilities 8,522,000 3,938,000 ----------- ----------- Net cash provided by (used in) operating activities 2,825,000 (3,569,000) ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Payments on property additions (9,474,000) (7,626,000) Proceeds from sale of property 36,000 45,000 Other - net (126,000) (333,000) ----------- ----------- Net cash used in investing activities (9,564,000) (7,914,000) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Purchase of treasury stock (8,952,000) (7,030,000) Payment of dividends (4,437,000) (3,623,000) Payments on long-term debt (318,000) (403,000) Net proceeds from short-term bank loans 12,500,000 Common stock issued upon exercise of stock options including related tax benefits 156,000 246,000 ----------- ----------- Net cash used in financing activities ( 1,051,000) (10,810,000) ----------- ----------- Effect of exchange rate changes on cash 27,000 15,000 ----------- ----------- Net change in cash and equivalents (7,763,000) (22,278,000) Cash and equivalents at beginning of year 8,239,000 30,423,000 ----------- ----------- Cash and equivalents at end of period $ 476,000 $ 8,145,000 =========== =========== SUPPLEMENTAL DISCLOSURE OF OPERATING CASH FLOWS: Cash paid during the period for: Interest $ 1,253,000 $ 1,214,000 =========== =========== Income taxes $ 369,000 $ 3,864,000 =========== ===========
See Notes to Consolidated Condensed Financial Statements 5 of 9 6 LANCASTER COLONY CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS FOR THE PERIODS ENDED SEPTEMBER 30, 1995 AND 1994 (1) The interim consolidated condensed financial statements are unaudited but, in the opinion of management, reflect all adjustments necessary for a fair presentation of the results of operations and financial position for such periods. All such adjustments reflected in the interim consolidated condensed financial statements are considered to be of a normal recurring nature. The results of operations for any interim period are not necessarily indicative of results for the full year. These financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company's annual report on Form 10-K for the year ended June 30, 1995. (2) Net income per common share is computed based on the weighted average number of shares of common stock and common stock equivalents (stock options) outstanding during each period. 6 of 9 7 LANCASTER COLONY CORPORATION AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION FOR THE PERIODS ENDED SEPTEMBER 30, 1995 AND 1994 RESULTS OF OPERATIONS For the quarter ended September 30, 1995, net sales totaled $200,902,000 compared to $189,130,000 recorded in the corresponding period of 1994. This 6% increase primarily resulted from the continuing growth of the Glassware and Candles segment. The Specialty Foods segment also reflected increased net sales as led by a greater volume of foodservice products. Total net sales of the Automotive segment declined as a result of a weakening in the markets for both original equipment and aftermarket products. On a consolidated basis, the gross margin percentage for the 1995 period of 29.5% declined from the 30.1% recorded during the comparable 1994 quarter. The overall decline reflects improved margins in the Glassware and Candles segment, offset by declining margins in the Automotive and Specialty Foods segments. The improved margins in the Glassware and Candles segment were achieved as a result of a more profitable sales mix and the contribution of volume-driven efficiencies. However, the Automotive segment experienced notably reduced margins as generally higher unit costs of production resulted from the presence of greater raw material prices and the effects of curtailed production schedules on overhead absorption. Certain of these increased raw materials costs have moderated going into the quarter ending December 31, 1995. The increasing proportion of foodservice sales within the Specialty Foods segment continues to adversely impact the gross margins of this segment. Selling, general and administrative expenses for the three months ended September 1995 totaled $33,424,000 or 16.6% of net sales compared to $31,574,000 or 16.7% of net sales for the three months ended September 1994. Growth in the Glassware and Candles segment contributed to the overall increase in these expenses. On a consolidated basis, the foregoing factors combined to generate pretax net income of $25,264,000 for the three months ended September 1995 compared to $25,136,000 in the corresponding period of 1994. With the effective tax rate remaining essentially unchanged from that of the prior year, net income for the 1995 quarter totaled $15,408,000 compared to $15,320,000 in 1994. FINANCIAL CONDITION For the three months ended September 30, 1995, net cash provided by operating activities totaled $2,825,000 compared to $3,569,000 used in operating activities during the corresponding period of 1994. During the 1995 period, cash was required to support increased levels of accounts receivable and inventory resulting primarily from the growth and certain seasonal requirements of the Glassware and Candles segment. A portion of the overall increase in accounts receivable and inventory was funded by corporate short-term bank borrowings that totaled $12,500,000 as of September 30. Other significant uses of cash during the most recent quarter included $8,952,000 for the repurchase of common stock as well as $9,474,000 for capital expenditures. The most significant of the latter expenditures related to the construction of expanded and enhanced distribution facilities at the Company's candle manufacturing facility in Leesburg, Ohio. Management anticipates that cash from future operating activities and cash available from the currently 7 of 9 8 available discretionary bank credit lines will be adequate to meet the Company's foreseeable cash requirements over the balance of fiscal 1996. Cash utilized for the payment of dividends in the most recent quarter totaled $4,437,000 compared to $3,623,000 in the corresponding 1994 quarter. This increase was the result of cash dividends per share increasing from $.12 per share to $.15 per share. PART II. OTHER INFORMATION Item 6 - Exhibits and Reports on Form 8-K - ----------------------------------------- (a) Exhibit 27 - Financial Data Schedule. (b) Reports on Form 8-K - There were no reports filed on Form 8-K for the three months ended September 30, 1995. SIGNATURES 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. LANCASTER COLONY CORPORATION Date: November 9, 1995 BY:/S/John B. Gerlach ------------------------- --------------------------- JOHN B. GERLACH Chairman, Chief Executive Officer and Principal Financial Officer Date: November 9, 1995 BY:/S/John L. Boylan ------------------------- JOHN L. BOYLAN Treasurer and Assistant Secretary 8 of 9 EX-27 2 LANCASTER COLONY EX-27
5 This schedule contains summary financial information extracted from the registrant's consolidated condensed balance sheet and statement of income for the quarter ended September 30, 1995 and is qualified in its entirety by reference to such financial statements. 1,000 3-MOS JUN-30-1996 SEP-30-1995 476 0 117,324 2,462 152,637 279,025 291,856 174,663 412,836 92,060 31,565 28,242 0 0 251,172 412,836 200,902 200,902 141,583 141,583 0 0 716 25,264 9,856 15,408 0 0 0 15,408 .52 0
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