-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, JqBI2PxJztUGOhudquwxKxVPjc+Q2GjIYWBPk5NUIhV8XZf0DTIXdEjan9QsC2gE 4uf4MKoI5xgZzFXbVG0ncA== 0000898430-94-000364.txt : 19940518 0000898430-94-000364.hdr.sgml : 19940518 ACCESSION NUMBER: 0000898430-94-000364 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19940331 FILED AS OF DATE: 19940513 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANTHONY INDUSTRIES INC CENTRAL INDEX KEY: 0000006720 STANDARD INDUSTRIAL CLASSIFICATION: 3949 IRS NUMBER: 952077125 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-04290 FILM NUMBER: 94528245 BUSINESS ADDRESS: STREET 1: 4900 S EASTERN AVE STREET 2: SUITE 200 CITY: LOS ANGELES STATE: CA ZIP: 90040 BUSINESS PHONE: 2137242800 MAIL ADDRESS: STREET 1: 4900 S EASTERN AVE STREET 2: SUITE 200 CITY: LOS ANGELES STATE: CA ZIP: 90040 FORMER COMPANY: FORMER CONFORMED NAME: ANTHONY POOLS INC DATE OF NAME CHANGE: 19720317 10-Q 1 FORM 10-Q FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Quarterly Report under Section 13 of the Securities Exchange Act of 1934 For the Quarter Ended March 31, 1994 Commission File No. 1-4290 ANTHONY INDUSTRIES, INC. (exact name of registrant as specified in its charter) DELAWARE 95-2077125 (State of Incorporation) (I.R.S. Employer Identification No.) 4900 South Eastern Avenue Los Angeles, California 90040 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (213) 724-2800 Former name, former address and former fiscal year, if changed since last report: Not applicable 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 Indicate the number of shares outstanding of each of the issuer's classes of common stock as of April 30, 1994. Common Stock, par value $1 11,235,474 Shares FORM 10-Q QUARTERLY REPORT PART - 1 FINANCIAL INFORMATION Item 1. Financial Statements STATEMENTS OF CONSOLIDATED INCOME (condensed) (In thousands except for per share figures) (Unaudited)
Three months ended March 31 ------------------- 1994 1993(a) ------------------- Net sales $109,735 $97,976 Other income 368 393 -------- ------- 110,103 98,369 Costs and expenses Cost of products sold 83,053 73,329 Selling, G&A expenses 24,766 21,911 Interest expense 1,574 1,760 -------- ------- 109,393 97,000 Pretax income 710 1,369 Provision for income taxes 250 480 -------- ------- NET INCOME $460 $889 ======== ======= PER SHARE Net Income $.04 $.08 Cash dividend $.11 $.105 Average shares outstanding 11,342 11,178
(a) Shares and per share figures have been retroactively adjusted for the 5% stock dividend paid in December 1993. See notes to financial statements. CONSOLIDATED BALANCE SHEETS (condensed)
March 31 December 31 1994 1993 (Unaudited) ----------- ----------- (thousands) Assets - - ------ Current Assets Cash and cash equivalents $3,692 $5,860 Accounts receivable, less allowances of $4,378 in 1994 and $7,262 in 1993 95,505 90,056 Inventories Finished goods 57,658 55,322 Work in process 9,535 8,985 Raw materials 23,715 24,164 -------- -------- 90,908 88,471 Less LIFO reserve 6,377 6,096 -------- -------- 84,531 82,375 Deferred taxes 6,875 6,392 Prepaid expenses and other current assets 3,877 3,073 -------- -------- Total current assets 194,480 187,756 Property, Plant and Equipment 123,835 122,085 Less allowance for depreciation 73,920 71,991 -------- -------- 49,915 50,094 Intangibles, principally goodwill 15,609 15,829 Other 3,251 3,600 -------- -------- Total Assets $263,255 $257,279 ======== ========
See notes to financial statements. CONSOLIDATED BALANCE SHEETS (condensed)
March 31 December 31 1994 1993 (Unaudited) ----------- ----------- (thousands) Liabilities and Shareholders' Equity - - ------------------------------------ Current Liabilities Bank loans $ 6,687 $ 6,288 Accounts payable 26,995 25,144 Accrued payroll and related 17,194 17,442 Other accruals 16,709 14,378 Current portion of long-term debt 6,934 6,724 ---------- ---------- Total current liabilities 74,519 69,976 Long-Term Debt 88,743 87,271 Deferred Taxes 11,283 11,376 Commitments and Contingencies Shareholders' Equity Preferred Stock $1 par value, authorized 12,500,000 shares, none issued Common Stock, $1 par value, authorized $40,000,000 shares, issued shares - 11,697,805 in 1994 and 11,681,393 in 1993 11,698 11,681 Additional paid-in capital 57,012 56,863 Retained earnings 30,120 30,895 Employee Stock Ownership Plan and stock option loans (3,359) (3,361) Treasury shares at cost, 469,681 shares (3,993) (3,993) Cumulative translation adjustments (2,768) (3,429) ---------- ---------- Total Shareholders' Equity 88,710 88,656 ---------- ---------- Total Liabilities and Shareholder's Equity $263,255 $257,279 ========== ==========
See notes to financial statements. STATEMENTS OF CONSOLIDATED CASH FLOWS (condensed)
Three months ended March 31 (Unaudited) ------ ------ 1994 1993 ---------------- (thousands) Operating Activities Net income $ 460 $ 889 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 2,296 2,344 Deferred taxes (576) 318 Changes in operating assets and liabilities: (Increase) in accounts receivable (5,449) (5,185) (Increase) decrease in inventories (2,156) 929 (Increase) decrease in prepaid expense and other current assets (266) 682 Increase in accounts payable 1,851 964 Increase in payroll, taxes and other accruals 2,621 2,150 ------ ------ Net cash provided by (used in) operating activities (1,219) 3,091 Investing Activities Property, plant & equipment expenditures (1,880) (1,421) Disposals of property, plant & equipment 37 83 Other items, net 48 (346) ------ ------ Net cash used in investing activities (1,795) (1,684) Financing Activities Borrowings under long-term debt and revolving lines of credit 5,328 Payments of long-term debt and revolving lines of credit (3,646) (1,829) Dividends paid (1,235) (1,164) Net increase in short-term bank loans 399 1,495 ------ ------ Net cash provided by (used by) financing activities 846 (1,498) ------ ------ Net decrease in cash and cash equivalents (2,168) (91) Cash and cash equivalents at beginning of year 5,860 2,123 ------ ------ Cash and cash equivalents at end of period $3,692 $2,032 ====== ====== Supplemental disclosure of cash flow information: Interest paid $ 818 $1,118 Income taxes paid 826 220 ------ ------ $1,644 $1,338 ====== ======
See notes to financial statements. NOTE 1 - Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulations 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 March 31, 1994 are not necessarily indicative of the results that may be expected for the year ended December 31, 1994. For further information, refer to the Consolidated Financial Statements and Notes to Financial Statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 1993. NOTE 2 - Long-Term Debt Dividend Restrictions The $60 million revolving credit line is subject to an agreement which among other things, restricts amounts available for payment of cash dividends by the Company. As of March 31, 1994, retained earnings of $5.1 million were free of such restrictions. NOTE 3 - Change in Method of Accounting for Cash Equivalents Effective January 1, 1994, the Company adopted Statement of Financial Accounting Standards No. 115, "Accounting for Certain Investments in Debt and Equity Securities." Under Statement 115, debt securities that the Company has both the positive intent and ability to hold to maturity may be carried at amortized cost. All of the Company's cash equivalents are debt securities and are classified as "hold-to-maturity." The adoption of Statement 115 had no effect on the Company's financial position or results from operations. NOTE 4 - Commitments and Contingencies The Company is subject to various legal actions and proceedings in the normal course of business. While the ultimate outcome of these matters cannot be predicted with certainty, management does not believe these matters will have a material adverse effect on the Company's financial position or results from operations. 6 ITEM 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations A. Comparative First Quarter Results of Operations Consolidated net sales for the first quarter of 1994 increased 12%, to $109.7 million from $98.0 million in the year-earlier period. Net income for the quarter was $460,000, or 4 cents a share, down from $889,000 or 8 cents a share in 1993. Net sales of the Recreational Products Group for the first quarter increased $8.8 million, to $69.9 million from $61.1 million in the prior year. The increase in sales was largely the result of new products and markets entered into recently. Shipments of K2 Exotech in-line skates were delivered in the first quarter on a worldwide basis as initial orders from customers were filled. Improved sales of snowboards and Norway-produced alpine skis also contributed to the improved quarter. In its first full quarter since its acquisition by the Company, shipments of Proflex full-suspension mountain bikes and accessories were made in the U.S. and Europe. A contribution to increased sales was also the result of increased demand for several new shirt styles and jackets introduced by Hilton for the ad specialty and imprint markets. Finally, an improvement in the economy has helped increase pool and remodel sales in the East Coast, Florida and Texas. The Industrial Products Group reported sales of $39.8 million, up $2.9 million from the prior years total of $36.9 million, due to sales gains in utility light poles and industrial building products partially offset by lower sales of paperweaving monofilaments. Cost of goods sold increased $9.7 million from the year-ago period. The 1994 period included approximately $2.0 million of costs incurred in the development and installation of production processes capable of producing cap skis for sale under the K2, Olin, and Pre brands. These conversion costs appear to be substantially completed. The remaining increase in cost of goods sold was primarily volume-related, however, the quarter also included the favorable impact of lower costs incurred in the manufacture of active wear, jackets and flotation devices and in the construction of swimming pools. Selling, general and administrative expenses as a percent of sales increased slightly during the period. Interest expense declined $358,000 due to lower interest rates, which was partially offset by an increase of $172,000 on $10.7 million of higher average borrowings. Pretax income declined $659,000, from $1.4 million in the prior year, reflecting 7 the impact of the cap ski production conversion costs which more than offset the volume and manufacturing gains obtained. B. Financial Condition Cash used by operations for the three months ended March 30, 1994 was $1.2 million as compared with cash provided by operations of $3.1 million in the corresponding quarter a year ago. The change in cash flow was primarily the result of an increase in inventories from the acquisition of Girvin in October of 1993. Consistent with prior years, the allowance for doubtful items decreased as a result of a seasonal reduction in the allowance for volume discounts. 8 PART II - OTHER INFORMATION ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS (c) At the Annual Meeting of the Stockholders of the Company held May 5, 1994, the following action was taken: (1) Election of directors: Myron P. Anthony, 9,060,816 votes for, 622,032 votes withheld; B.I. Forester, 9,097,114 votes for, 585,734 votes withheld; R.L. Goldberg, 9,088,911 votes for, 593,937 votes withheld. (2) 1994 Incentive Stock Option Plan: 7,005,882 votes for, 1,031,727 votes against, 157,919 votes abstaining, 1,487,320 broker nonvotes. (3) Ratification of Ernst & Young as the Company's independent auditors: 9,522,825 votes for, 80,695 votes against, 79,328 votes abstaining. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits None (b) Reports on Form 8-K There were no reports on Form 8-K filed during the quarter ended March 31, 1994. 9 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. ANTHONY INDUSTRIES,INC. (registrant) Date: May 12, 1994 /s/ Bernard I. Forester ----------------------- B.I. Forester Chairman and Chief Executive Date: May 12, 1994 /s/ John J. Rangel ------------------ John J. Rangel Senior Vice President - Finance 10 -----END PRIVACY-ENHANCED MESSAGE-----