-----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, bkOCyLjEYaw0cjIIIHX/LE2GTVfvk3l/jPJ4PV9SyIuA+qK929dntXR42apx7MMY uAx0n7a+uFiCHftqocxQ8Q== 0000950135-95-000080.txt : 19950517 0000950135-95-000080.hdr.sgml : 19950517 ACCESSION NUMBER: 0000950135-95-000080 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950209 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: GALILEO ELECTRO OPTICS CORP CENTRAL INDEX KEY: 0000711425 STANDARD INDUSTRIAL CLASSIFICATION: 3827 IRS NUMBER: 042526583 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-11309 FILM NUMBER: 95507425 BUSINESS ADDRESS: STREET 1: GALILEO PARK STREET 2: PO BOX 550 CITY: STURBRIDGE STATE: MA ZIP: 01566 BUSINESS PHONE: 5083479191 MAIL ADDRESS: STREET 1: GALILEO PARK STREET 2: PO BOX 550 CITY: STURBRIDGE STATE: MA ZIP: 01566 10-Q 1 GALILEO ELECTRO OPTICS FORM 10-Q 1 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 DECEMBER 31, 1994 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 0-11309 GALILEO ELECTRO-OPTICS CORPORATION (Exact name of registrant as specified in its charter)
DELAWARE 04-2526583 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) GALILEO PARK, P.O. BOX 550, STURBRIDGE, MASSACHUSETTS 01566 (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code (508) 347-9191
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 reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO ------- ------- Indicate the number of shares outstanding of the Issuer's classes of common stock, as of the latest practicable date. COMMON STOCK, PAR VALUE $.01: 6,473,654 SHARES OUTSTANDING AT DECEMBER 31, 1994. 2 GALILEO ELECTRO-OPTICS CORPORATION INDEX
Page No. -------- PART I. Financial Information: Consolidated Condensed Balance Sheets - December 31, 1994 and September 30, 1994 .......................................... 3 Consolidated Condensed Statements of Operations - Three months ended December 31, 1994 and December 31, 1993............................... 5 Consolidated Condensed Statements of Cash Flows - Three months ended December 31, 1994 and December 31, 1993......................... 6 Notes to Consolidated Condensed Financial Statements................................ 8 Management's Discussion and Analysis of Financial Condition and Results of Operations................................................ 9 PART II. Other Information: Other Information................................................................... 11 Index to Exhibits................................................................... 13 Exhibit 11 - Calculation of Earnings Per Share...................................... 14
3 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS GALILEO ELECTRO-OPTICS CORPORATION CONSOLIDATED CONDENSED BALANCE SHEETS (In thousands of dollars)
Unaudited Audited Dec. 31, 1994 Sept. 30, 1994 ------------------------------------- ASSETS ------ Current assets: Cash and cash equivalents $ 5,814 $ 6,185 Accounts receivable, net 5,381 5,190 Refundable income taxes, net 17 17 Inventories: Finished goods 151 31 Work-in-process 218 352 Raw materials 4,480 4,324 ------------------------------------- 4,849 4,707 Deferred income taxes 460 460 Other current assets 50 149 ------------------------------------- Total current assets 16,571 16,708 Assets held for sale, net 2,345 2,345 Property, plant and equipment: Land, buildings and improvements 16,065 16,066 Machinery, equipment and furniture 24,186 24,186 Capital projects in process 742 643 ------------------------------------- 40,993 40,895 Less accumulated depreciation (19,990) (19,202) ------------------------------------- Net property, plant and equipment 21,003 21,693 Other assets, net 2,818 2,875 ------------------------------------- Total assets $42,737 $43,621 =====================================
See accompanying notes. - Continued - 3 4 GALILEO ELECTRO-OPTICS CORPORATION CONSOLIDATED CONDENSED BALANCE SHEETS (In thousands of dollars)
Unaudited Audited Dec. 31, 1994 Sept. 30, 1994 -------------------------------------- LIABILITIES AND SHAREHOLDERS' EQUITY - - - ------------------------------------ Current liabilities: Accounts payable $ 1,813 $ 2,200 Accrued liabilities 1,510 1,539 -------------------------------------- Total current liabilities 3,323 3,739 Deferred income taxes 620 620 Long-term obligation -- Capital leases 43 42 Accrued postretirement benefits other than pensions 612 605 Shareholders' equity: Common stock 65 65 Additional paid-in capital 42,192 42,192 Accumulated deficit (4,118) (3,642) -------------------------------------- Total shareholders' equity 38,139 38,615 -------------------------------------- Total liabilities and shareholders' equity $42,737 $43,621 ======================================
See accompanying notes. 4 5 GALILEO ELECTRO-OPTICS CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (In thousands of dollars except share and per share data) UNAUDITED
Three Months Ended ------------------ Dec. 31, 1994 Dec. 31, 1993 ------------------------------------ Net sales $7,198 $7,212 Cost of sales 5,553 5,581 ------------------------------------ Gross profit 1,645 1,631 Operating expenses: Engineering 951 1,062 Selling and administrative 1,213 1,275 ------------------------------------ 2,164 2,337 ------------------------------------ Operating loss (519) (706) Other income, net 67 57 ------------------------------------ Loss before income taxes (452) (649) Provision for income taxes 24 18 ------------------------------------ Net loss $(476) $(667) ==================================== Net loss per common and common equivalent share outstanding $ (.07) $ (.10) ==================================== Weighted average common and common equivalent shares outstanding 6,473,654 6,473,654
See accompanying notes. 5 6 GALILEO ELECTRO-OPTICS CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (In thousands of dollars) UNAUDITED
Three Months Ended ------------------ Dec. 31, 1994 Dec. 31, 1993 -------------------------------- Cash flows from operating activities: ------------------------------------ Cash received from customers $6,995 $7,582 Cash paid to suppliers and employees (7,306) (7,579) Other income received 1 19 Interest paid (4) (5) Investment income received 70 43 Income taxes paid (11) (11) -------------------------------- Net cash provided (used) by operating activities (255) 49 Cash flows from investing activities: ------------------------------------ Proceeds from sales of assets -- 7 Capital expenditures (99) (636) -------------------------------- Net cash used in investing activities (99) (629) Cash flows from financing activities: ------------------------------------ Principal payments under capital lease obligations (17) (15) -------------------------------- Net cash used by financing activities (17) (15) Net decrease in cash and cash equivalents (371) (595) Cash and cash equivalents at beginning of period 6,185 6,530 -------------------------------- Cash and cash equivalents at end of period $5,814 $5,935 ================================
- Continued - 6 7 GALILEO ELECTRO-OPTICS CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (In thousands of dollars) UNAUDITED
Three Months Ended ------------------ Dec. 31, 1994 Dec. 31, 1993 ---------------------------------- Reconciliation of net loss to net cash provided (used) by --------------------------------------------------------- operating activities: -------------------- Net loss $(476) $(667) Adjustments to reconcile net loss to net cash provided (used) by operating activities: Depreciation and amortization 812 891 Provision for losses on accounts receivable, net (11) (3) Postretirement benefits 7 8 Increase(decrease) in cash from changes in operating assets and liabilities: Accounts receivable (180) 392 Inventories (142) 118 Other current assets 99 (100) Other assets, net 34 4 Accounts payable (387) 84 Accrued liabilities (11) (678) ---------------------------------- Total adjustments 221 716 ---------------------------------- Net cash provided (used) by operating activities $(255) $ 49 ==================================
See accompanying notes. 7 8 GALILEO ELECTRO-OPTICS CORPORATION NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS 1. In the opinion of management, the accompanying unaudited consolidated condensed financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the Company's financial position as of December 31, 1994 and the results of operations and cash flows for the three month periods ended December 31, 1994 and 1993. 2. The accounting policies followed by the Company are set forth in Note 1 to the Company's consolidated financial statements in the Company's Annual Report for fiscal year 1994. 8 9 ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS - - - --------------------- Sales for the quarter ended December 31, 1994 were $7,198,000, a decrease of $14,000 from the same quarter in fiscal year 1994. The Company incurred an operating loss of $519,000 and a net loss of $476,000 or $.07 per share. For the first quarter of last year, the Company reported an operating loss of $706,000 and a net loss of $667,000 or $.10 per share. The decrease in the loss, despite slightly lower sales, resulted primarily from the Company's lower cost structure due to the consolidation of manufacturing facilities which was completed during the last fiscal year. Commercial revenues were $6,942,000, an increase of $378,000 or 6% from the first quarter of fiscal year 1994 and represented 96% of sales while military sales of $256,000 declined $392,000 from a year ago and were 4% of sales. Office Products sales continued to be strong and were up 12% from the corresponding quarter a year ago as the demand for dicorotron glass-coated wire assemblies increased. These assemblies generate ions which charge the photoreceptor, the component in a copier which facilitates the image transfer process. In addition, shipments of new products for copiers were up significantly and represented 28% of Office Products sales for the quarter. Scientific Detector Products revenues also increased. Sales of Channeltron(R) single channel detectors, used primarily in analytical instruments to identify unknown elements, and billings related to the Company's contract with the National Institute of Standards and Technology to develop new fabrication methods for microchannel plates were both higher versus the same quarter a year ago, while shipments of detector assemblies and microchannel plates declined. Microchannel plates are small, wafer-thin discs with a large number of very small diameter holes or channels which multiply electrons which enter the channels to intensify faint electron images and are used principally in night vision intensifiers. Both the Office Products and Scientific Detector Products businesses continued to be profitable while the Company's other two businesses were not profitable. In the Medical Products business, sales of endoscopes continued to be low as the Company continued its programs to improve its existing products and develop a broad line of low-cost, high-quality single use and limited reuse endoscopes for medical applications as well as its Microvision(TM) borescope for non-medical uses. Endoscopes are instruments for visually examining the interior of bodily canals or organs while borescopes perform similar functions in non-medical applications such as the inspection of pipes, engines, etc. Approvals for the sale of two additional medical products were received 9 10 from the FDA this quarter. Shipments of Remote Sensor Products, consisting of infrared spectroscopy systems and accessories for on- line monitoring of industrial processes, were also up from the same quarter a year ago. The Company's Forest, Virginia facility is still being held for sale and is being actively marketed. The expenses associated with that facility were accrued for at the end of fiscal year 1993. The remaining accrual balance is believed to be adequate for the expenses which are expected for the remainder of this fiscal year. The Company's engineering and development efforts continued as extensive work is underway to launch new Medical and Remote Sensor Products which are expected to be introduced to the market in the second quarter. FINANCIAL CONDITION - - - ------------------- The Company's working capital at December 31, 1994, of $13,248,000 increased $279,000 from the balance at September 30, 1994, of $12,969,000. The cash and short-term investments balance at December 31, 1994 was $5,814,000 versus $6,185,000 at September 30, 1994. The change in working capital was primarily due to a decrease in accounts payable and an increase in accounts receivable offset by a reduction in cash. The Company considers its working capital position to be adequate to support its currently planned operations and does not anticipate a need for external financing. Capital spending for the quarter amounted to $99,000. This compares with $636,000 of capital expenditures in the first quarter of fiscal year 1994. The higher capital spending last year was the result of investments related to the consolidation of the Company's manufacturing facilities. 10 11 PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a. Exhibits: Exhibit 11 - Calculation of Earnings Per Share. b. Reports on Form 8-K: There were no reports on Form 8-K filed for the three months ended December 31, 1994. 11 12 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. GALILEO ELECTRO-OPTICS CORPORATION Dated: February 8, 1995 /s/ William T. Hanley ------------------------------------ William T. Hanley, President and Chief Executive Officer (Principal Executive Officer) /s/ Josef W. Rokus ------------------------------------ Josef W. Rokus, Vice President, Finance and Chief Financial Officer (Principal Financial and Accounting Officer) 12 13 GALILEO ELECTRO-OPTICS CORPORATION INDEX TO EXHIBITS
Exhibit No. Page No. ----------- -------- 11 Calculation of Earnings Per Share 14
13 EX-11 2 CALCULATION OF EARNINGS PER SHARE 1 EXHIBIT 11 GALILEO ELECTRO-OPTICS CORPORATION CALCULATION OF EARNINGS PER SHARE
Three Months Ended ------------------ Dec. 31, 1994 Dec. 31, 1993 ------------------------------------- Net loss $(476,000) $(667,000) Average common shares outstanding 6,473,654 6,473,654 Average number of common equivalent shares arising from stock options -- -- ------------------------------------- Weighted average common and common equivalent shares outstanding 6,473,654 6,473,654 ===================================== Net loss per common and common equivalent share outstanding $(.07) $(.10) =====================================
14 EX-27 3 FINANCIAL DATA SCHEDULES
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS OF GALILEO ELECTRO-OPTICS CORPORATION FOR THE THREEE MONTHS ENDED DECEMBER 31, 1994 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS/ 1,000 3-MOS SEP-30-1995 OCT-01-1994 DEC-31-1994 5,814 0 5,381 14 4,849 16,571 40,993 19,990 42,737 3,323 0 65 0 0 38,074 42,737 7,198 7,198 5,553 5,553 0 0 0 (452) 24 (476) 0 0 0 (476) (.07) (.07)
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