-----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, XKrPLoufBI6Oz+WvvLLxk/A3NGgKFcKayBeZdteWlSZ8oi+iaZPZu/IUVjwB9U+D Gyvrdm7pW4TPRYwWlmhmhQ== 0000914760-95-000077.txt : 19950807 0000914760-95-000077.hdr.sgml : 19950807 ACCESSION NUMBER: 0000914760-95-000077 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950630 FILED AS OF DATE: 19950804 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL STANDARD CO CENTRAL INDEX KEY: 0000070564 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES & ROLLING & FINISHING MILLS [3310] IRS NUMBER: 381493458 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-03940 FILM NUMBER: 95558895 BUSINESS ADDRESS: STREET 1: 1618 TERMINAL RD CITY: NILES STATE: MI ZIP: 49120 BUSINESS PHONE: 6166838100 MAIL ADDRESS: STREET 1: 1618 TERMINAL RD CITY: NILES STATE: MI ZIP: 49120 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FORM 10-Q For the period ended June 30, 1995 Commission file number 1-3940 National-Standard Company (Exact name of registrant as specified in its charter) Indiana 38-1493458 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 1618 Terminal Road, Niles, Michigan 49120 (Address of principal executive offices) (Zip Code) (616) 683-8100 (Registrant's telephone number, including area code) Indicate by check mark whether 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 reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Title of Each Class Shares Outstanding at July 24, 1995 Common Stock, $ .01 par value 5,381,396 Part I. FINANCIAL INFORMATION National-Standard Company and Subsidiaries Consolidated Statements of Operations (Unaudited) ($000, Except Per Share Amounts)
Three Months Ended Nine Months Ended June 30 June 30 1995 1994 1995 1994 Net Sales $ 59,907 $ 52,534 $185,166 $ 162,827 Cost of sales 52,182 46,520 157,384 145,423 Gross profit 7,725 6,014 27,782 17,404 Selling and administrative expenses 5,393 4,564 17,763 18,200 Operating income (loss) 2,332 1,450 10,019 (796) Interest expense (1,412) (982) (4,218) (2,783) Other income, net 197 209 204 413 Income (loss) 1,117 677 6,005 (3,166) Income taxes 65 4 234 68 Net income (loss) $ 1,052 $ 673 $ 5,771 $ (3,234) Income (loss) per share $ .19 $ .13 $ 1.05 $ (.60) See accompanying notes to consolidated financial statements.
National-Standard Company and Subsidiaries Consolidated Balance Sheets ($000)
June 30, 1995 September 30, 1994 Assets (Unaudited) Current assets: Cash $ 468 $ 378 Receivables, net 25,964 24,682 Inventories: Raw material $ 10,686 $ 8,145 Work-in-process 14,501 14,400 Finished goods 3,792 28,979 2,601 25,146 Prepaid expenses 4,286 4,269 Other current assets 373 568 Total current assets $ 60,070 $ 55,043 Property, plant and equipment $146,161 $141,148 Less accumulated depreci- ation 100,912 45,249 98,286 42,862 Other assets 9,889 10,780 $115,208 $ 108,685 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 29,361 $ 29,041 Employee compensation and benefits 3,280 1,780 Accrued pension 115 115 Other accrued expenses 7,140 6,599 Current accrued postretirement benefit cost 3,000 3,000 Notes payable to banks and current portion of long-term debt 7,445 8,245 Total current liabilities $ 50,341 $ 48,780 Other long-term liabilities 5,718 5,818 Long-term debt 33,690 34,328 Accrued postretirement benefit cost 48,025 48,025 Stockholders equity: Common stock $ .01 par value. Authorized 25,000,000 shares; issued 5,386,894 and 5,376,526 shares, respectively $ 27,486 $ 27,384 Retained deficit (47,428) (53,199) $(19,942) $(25,815) Less: Foreign currency translation adjustments 2,231 2,102 Unamortized value of restricted stock 95 71 Treasury stock, at cost, 14,135 shares and 10,813 shares, respectively 104 84 Excess of additional pension liability over unrecognized prior service cost 194 (22,566) 194 (28,266) $115,208 $ 108,685 See accompanying notes to consolidated financial statements.
National-Standard Company and Subsidiaries Consolidated Statements of Cash Flows (Unaudited) ($000)
Nine Months Ended June 30 1995 1994 Net cash provided by operating activities $ 8,720 $(1,744) Investing Activities: Capital expenditures (7,167) (5,034) Net cash used for investing activities (7,167) (5,034) Financing Activities: Proceeds from long-term financing arrangement 1,725 34,501 Debt repayments, net (3,212 (27,627) Stock option proceeds 44 0 Other (20) 2 Net cash provided by (used for) financing activities (1,463) 6,876 Net increase in cash 90 98 Beginning cash 378 339 Ending cash $ 468 $ 437 Supplemental Disclosures: Interest paid $ 3,749 $ 3,196 Income taxes paid $ 219 $ 56 See accompanying notes to consolidated financial statements.
National-Standard Company and Subsidiaries Notes to Consolidated Financial Statements 1. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary for a fair statement of the financial statements for the interim periods included herein have been made. The accounting policies followed by the Company are set forth in Note 1 to the Company's financial statements in the 1994 National-Standard Company Form 10-K, Annual Report, and this report should be read in conjunction therewith. 2. The results of operations for the nine-month period ended June 30, 1995 are not necessarily indicative of the results to be expected for the full year. 3. Earnings Per Share - Earnings per share are based on the average number of shares of common stock outstanding during the year plus common stock equivalents for the dilutive effect of shares of common stock issuable upon the exercise of certain stock options. Common shares and common stock equivalents used in calculating earnings per share for the three months ended June 30, 1995 and 1994 were 5,535,537 and 5,365,673, respectively. Common shares and common stock equivalents used in calculating earnings per share for the nine months ended June 30, 1995 and 1994 were 5,490,031 and 5,364,864, respectively. National-Standard Company and Subsidiaries Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations Net sales for the three- and nine-month periods ended June 30, 1995 increased 14.0% and 13.7%, respectively, over the same periods last year. Gross margin percentages were 12.9% and 15.0%, respectively, for the current three- and nine-month periods compared to 11.4% and 10.7%, respectively, for the same periods last year. The Company continues to experience an increase in demand for most of its product lines. Sales of air bag inflator filtration products for the three- and nine-month periods increased approximately 22% and 34%, respectively, over the same periods last year. The Company's weld wire product lines also experienced a 15% and 22% growth over the same time periods. Last year the Company took a $4.9 million charge to earnings, as reflected in the first quarter of 1994 selling and administrative expenses, for costs associated with the close of the Columbiana facility and relocation of a portion of its bead and hose wire production capacity to other National-Standard facilities. Also included in the prior year first nine months' loss was $3.6 million of strike related costs associated with the Columbiana facility. The current quarter was adversely affected by the temporary shutdown of the Stillwater, Oklahoma bead and weld wire facility as a result of enforcement actions taken by the City of Stillwater in April. The shutdown resulted in lost sales during the third quarter of approximately $1.5 million, with a corresponding impact on earnings of approximately $0.35 million. Model year changeover, inventory realignments at major customers, and a slight softening in automotive related sales also limited the quarter's results. Operations in the United Kingdom had a loss of $0.2 million in the current three-month period and a loss of $1.4 million in the current nine-month period compared to a loss of $0.2 million and breakeven for the same periods last year. Included in the $1.4 million loss was $0.3 million for redundancy and severance pay for the planned reduction in administrative personnel and $0.1 million for the write-off of idle equipment. Interest expense of $1.4 million and $4.2 million, respectively, in the current three- and nine-month periods increased 43.8% and 51.6%, respectively, over the same periods last year, due to the combined effect of higher interest rates and a higher level of average borrowings. The Company remains in an operating loss carryforward position in the United States, Canada, and the United Kingdom. Income tax expense on current income was substantially offset by a portion of these carryforwards. Liquidity and Capital Resources Total bank borrowings decreased $1.5 million in the nine-month period. During 1994, the Company entered into a long-term financing arrangement to provide up to $45.0 million in revolving credit facilities, term loans and a line of credit for future capital expenditures. The loans mature in October 1996 and are fully secured by the Company's assets. The Company believes adequate funding is in place to fund future growth and meet the growing demand for its products. Part II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits. (27) - Financial Data Schedule. (b) There were no reports on Form 8-K filed for the three months ended June 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. NATIONAL-STANDARD COMPANY Registrant Date August 4, 1995 /s/ M. B. Savitske M. B. Savitske President and Chief Executive Officer Date August 4, 1995 /s/ W. D. Grafer W. D. Grafer Vice President, Finance EX-27 2
5 This schedule contains third quarter summary financial information extracted from National-Standard Company's 1995 third quarter Form 10-Q and is qualified in its entirety by reference to such Form 10-Q filing. 1,000 9-MOS SEP-30-1995 JUN-30-1995 468 0 26,394 430 28,979 60,070 146,161 100,912 115,208 50,341 0 27,486 0 0 (50,052) 115,208 185,166 185,166 157,384 157,384 (204) 0 4,218 6,005 234 5,771 0 0 0 5,771 1.05 1.05
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