-----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, F0lE2h200AH7fQTlPuvGXdJm9Ulvf82vrLTetty0TsoiZv7VYnWF3ryNWhM+O2Lu qAzXez5OCXyvnNqwDS6wpg== 0000716688-97-000002.txt : 19970222 0000716688-97-000002.hdr.sgml : 19970222 ACCESSION NUMBER: 0000716688-97-000002 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970213 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: MICROWAVE FILTER CO INC /NY/ CENTRAL INDEX KEY: 0000716688 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 160928443 STATE OF INCORPORATION: NY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-10976 FILM NUMBER: 97529614 BUSINESS ADDRESS: STREET 1: 6743 KINNE ST CITY: E SYRACUSE STATE: NY ZIP: 13057 BUSINESS PHONE: 3154373953 MAIL ADDRESS: STREET 1: 6743 KINNE ST CITY: EAST SYRACUSE STATE: NY ZIP: 13057 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934. For the quarterly period ended December 31, 1996 Commission file number 0-10976 MICROWAVE FILTER COMPANY, INC. (Exact name of registrant as specified in its charter.) New York 16-0928443 (State of Incorporation) (I.R.S. Employer Identification Number) 6743 Kinne Street, East Syracuse, N.Y. 13057 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (315) 437-3953 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 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 each of the issuer's classes of common stock, as of the latest practical date: Common Stock, $.10 Par Value - 3,552,838 shares as of December 31, 1996. PART I. - FINANCIAL INFORMATION MICROWAVE FILTER COMPANY, INC. CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBER 31, 1996 AND 1995 (Unaudited) (Amounts in thousands, except per share data) Three months ended Dec. 31 1996 1995 [S] [C] [C] Net sales $1,722 $2,091 Cost of goods sold 1,095 1,253 ------- ------- Gross profit 627 838 Selling, general and administrative expenses 586 646 ------- ------- Income from operations 41 192 Other income (expense) 16 1 ------- ------- Income before income taxes 57 193 Provision for income taxes 20 67 ------- ------- NET INCOME 37 126 ======= ======= Earnings per share $0.01 $0.04 ======= ======= [FN] See Accompanying Notes to Consolidated Financial Statements MICROWAVE FILTER COMPANY, INC. CONSOLIDATED BALANCE SHEETS DECEMBER 31, 1996 SEPTEMBER 30, 1996 (Unaudited) [S] [C] [C] Assets Current Assets: Cash and cash equivalents $ 1,187 $ 1,281 Accounts receivable-trade,net 619 724 Inventories 1,301 1,499 Prepaid expenses and other current assets 348 323 -------- -------- Total current assets 3,455 3,827 Property,plant and equipment,net 1,577 1,583 -------- -------- Total assets $ 5,032 $ 5,410 ======== ======== Liabilities And Stockholders' Equity Current liabilities: Current portion of long term debt $ 53 $ 53 Accounts payable 241 300 Customer deposits 113 199 Accrued federal and state income taxes 71 289 Accrued payroll and related expenses 107 127 Accrued compensated absences 196 198 Other current liabilities 52 81 -------- -------- Total current liabilities 833 1,247 -------- -------- Long term debt, less current portion 89 103 Deferred compensation and other liabilities 86 82 -------- -------- Total liabilities 1,008 1,432 -------- -------- Stockholders' Equity: Common stock,$.10 par value 427 426 Additional paid-in capital 3,199 3,193 Retained earnings 1,035 997 -------- -------- 4,661 4,616 Common stock in treasury, at cost (637) (638) -------- -------- Total stockholders' equity 4,024 3,978 -------- -------- Total liabilities and stockholders' equity $ 5,032 $ 5,410 ======== ======== [FN] See Accompanying Notes to Consolidated Financial Statements MICROWAVE FILTER COMPANY, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED DECEMBER 31, 1996 AND 1995 (Unaudited) Three months ended December 31 1996 1995 [S] [C] [C] Cash flows from operating activities: Net income $ 37 $ 126 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 78 85 Stock compensation 8 4 Change in assets and liabilities: (Increase) decrease in: Accounts receivable 105 108 Inventories 198 129 Prepaid expenses & other assets (25) (3) Increase (decrease) in: Accounts payable & accrued expenses (414) 50 Deferred compensation & other liabilities 4 (1) ------- ------- Net cash provided by (used in) operating activities (9) 498 ------- ------- Cash flows from investing activities: Capital expenditures (72) (21) Cash flows from financing activities: Principal payments on long-term debt (13) (36) ------- ------- Increase (decrease) in cash and cash equivalents (94) 441 Cash and cash equivalents at beginning of period 1,281 521 ------- ------- Cash and cash equivalents at end of period $1,187 $ 962 ======= ======= [FN] See Accompanying Notes to Consolidated Financial Statements MICROWAVE FILTER COMPANY, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 1996 Note 1. Summary of Significant Accounting Policies The accompanying financial statements, which should be read in conjunction with the financial statements of Microwave Filter Company, Inc. ("the Company") included in the 1996 Annual Report filed on Form 10-K, are unaudited but have been prepared in the ordinary course of business for the purpose of providing information with respect to the interim period. The Company believes that all adjustments (none of which were other than normal recurring accruals) necessary for a fair presentation for such periods have been included. Note 2. Earnings (loss) per share Earnings (loss) per common share are calculated based upon the weighted average number of shares of common stock outstanding during the periods including, when significant, any common stock equivalents and after restatement of any stock dividends. The weighted average number of shares used for the computations were 3,547,398 and 3,492,307 for the three months ending December 31, 1996 and December 31, 1995, respectively. Note 3. Inventories Inventories are stated at the lower of cost determined on the first-in, first-out method or market. Inventories consisted of the following: December 31, September 30, 1996 1996 Raw materials and stock parts $ 833 $ 958 Work-in-process 260 299 Finished goods 208 242 ------- ------- $ 1,301 $ 1,499 ======= ======= MICROWAVE FILTER COMPANY, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS DECEMBER 31, 1996 Net sales decreased $368,593 or 17.6% to $1,722,422 during the three months ended December 31, 1996 when compared to sales of $2,091,015 during the same period last year. Management believes the decrease in sales can be attributed primarily to market conditions. The Company's two largest markets, Cable TV and Wireless Cable, both realized decreases in sales during the first quarter of fiscal 1997 when compared to the same period last year. Management believes both increased competition (i.e., Direct Broadcast Satellite) and the delays in the implementation of digital technology have had a negative impact on the Cable TV and Wireless Cable markets and; consequently, on first quarter sales. In an effort to mitigate these conditions, the Company is emphasizing new product and new market development, such as the PCS market, and converting the efficiencies and the cost reductions the Company's realized over the last two years into more competitive pricing. Management believes the Company's strong financial position will enable it to make the requisite investments in new product development and promotion necessary to maximize long term growth and shareholder value. Net income decreased $88,842 to $37,411 during the three months ended December 31, 1996 when compared to net income of $126,253 during the same period last year. The decrease in net income can primarily be attributed to the decrease in sales. As a percentage of sales, cost of goods sold increased to 63.6% during the three months ended December 31, 1996 when compared to 59.9% during the same period last year. The increase can be attributed to the lower sales volume and product sales mix. Selling, general and administrative expenses decreased $59,546 to $586,255 during the three months ended December 31, 1996 when compared to selling, general and administrative expenses of $645,801 during the same period last year. Cash and cash equivalents decreased $93,527 to $1,187,472 at December 31, 1996 when compared to September 30, 1996. The decrease was a result of $8,363 in net cash used in operating activities, $71,996 in net cash used for capital expenditures and $13,168 in net cash used in financing activities. At December 31, 1996, the Company had available aggregate lines of credit totaling $600,000. In addition, the Company has a Letter of Credit facility available, for up to $500,000, which will be secured by specified inventory being purchased. Management believes that its working capital requirements for the forseeable future will be met by its existing cash balances, future cash flows and its current credit arrangements. PART II - OTHER INFORMATION Item 1. Legal Proceedings The Company is unaware of any material threatened or pending litigation against the company. Item 2. Changes in Securities None during this reporting period. Item 3. Defaults Upon Senior Securities The Company has no senior securities. Item 4. Submission of Matters to a Vote of Security Holders None during this reporting period. Item 6. Exhibits and Reports on Form 8-K None. Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. MICROWAVE FILTER COMPANY, INC. February 14, 1997 Carl F. Fahrenkrug (Date) -------------------------- Carl F. Fahrenkrug Chief Executive Officer February 14, 1997 Richard L. Jones (Date) -------------------------- Richard L. Jones Chief Financial Officer EX-27 2 ARTICLE 5 FIN. DATA SCHEDULE FOR 1ST QTR 10-Q
5 1,000 3-MOS SEP-30-1996 OCT-01-1996 DEC-31-1996 1,187 0 619 0 1,301 3,455 5,238 3,661 5,032 833 89 427 0 0 3,597 5,032 1,722 1,722 1,095 1,681 0 0 3 57 20 37 0 0 0 37 .01 .01
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