-----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, UyvUZN3F7HgLJimC6RX/6YW9ffSbSehCzYZRQh+k74Eg9fSfxnlyFSiwDzTNHd+p SfTkJPj/kvMFnWO0u4itWg== 0000950131-96-001880.txt : 19960503 0000950131-96-001880.hdr.sgml : 19960503 ACCESSION NUMBER: 0000950131-96-001880 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960330 FILED AS OF DATE: 19960502 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALTRON INC CENTRAL INDEX KEY: 0000741339 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 042464301 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-13230 FILM NUMBER: 96555376 BUSINESS ADDRESS: STREET 1: ONE JEWEL DR CITY: WILMINGTON STATE: MA ZIP: 01887 BUSINESS PHONE: 5086585800 MAIL ADDRESS: STREET 1: ONE JEWEL DRIVE CITY: WILMINGTON STATE: MA ZIP: 01887 10-Q 1 FORM 10-Q - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- 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 QUARTER ENDED COMMISSION FILE NUMBER MARCH 30, 1996 0-13230 ALTRON INCORPORATED (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) MASSACHUSETTS 04-2464301 (STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NO.) INCORPORATION OR ORGANIZATION) ONE JEWEL DRIVE, WILMINGTON, 01887 MASSACHUSETTS (ZIP CODE) (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (508) 658-5800 FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR, IF CHANGED SINCE LAST REPORT: NONE 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 [_] The number of shares of Common Stock of the Registrant outstanding as of March 30, 1996 was 10,039,737 shares. - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- ALTRON INCORPORATED AND SUBSIDIARIES INDEX
PAGE NUMBER ------ PART I. FINANCIAL INFORMATION ITEM 1. Financial Statements Consolidated Balance Sheets--March 30, 1996 and December 30, 1995....................................................... 3 Consolidated Income Statements--Three Months Ended March 30, 1996 and April 1, 1995..................................... 4 Consolidated Statements of Cash Flows--Three Months Ended March 30, 1996 and April 1, 1995.............................................. 5 Notes to Consolidated Financial Statements.................. 6 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.................................. 7 PART II. OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K............................ 8 Signatures.................................................. 9
2 PART I--FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS ALTRON INCORPORATED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
MARCH 30, DECEMBER 30, 1996 1995 ----------- ------------ (IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED) ASSETS Current Assets: Cash and cash equivalents.............................. $ 14,991 $ 13,622 Short-term investments................................. 20,301 16,821 Accounts receivable, net............................... 23,697 22,687 Inventories............................................ 21,718 18,588 Other current assets................................... 3,000 3,009 -------- -------- Total Current Assets................................. 83,707 74,727 Property, Plant and Equipment, net....................... 31,307 29,613 Costs in Excess of Net Assets of Acquired Company........ 3,669 3,738 Long-term Investments.................................... 4,812 4,981 -------- -------- $123,495 $113,059 ======== ======== LIABILITIES AND STOCKHOLDERS' INVESTMENT Current Liabilities: Current portion of long-term debt...................... $ 3,171 $ 3,169 Accounts payable....................................... 14,249 11,711 Accrued payroll and other employee benefits............ 4,324 3,937 Other accrued expenses................................. 3,901 3,633 -------- -------- Total Current Liabilities............................ 25,645 22,450 -------- -------- Long-term Debt........................................... 4,522 4,577 -------- -------- Deferred Income Taxes.................................... 7,800 5,378 -------- -------- Stockholders' Investment: Preferred stock, $1.00 par value-- Authorized--1,000,000 shares Issued and outstanding--none.......................... -- -- Common stock, $.05 par value-- Authorized--30,000,000 shares Issued--10,196,791 and 10,148,691 shares.............. 510 507 Paid-in capital........................................ 36,507 36,301 Retained earnings...................................... 48,788 44,123 -------- -------- 85,805 80,931 Less treasury stock, at cost (157,054 shares).......... 277 277 -------- -------- Total Stockholders' Investment....................... 85,528 80,654 -------- -------- $123,495 $113,059 ======== ========
None of the information in this Form 10-Q has been restated to reflect the three-for-two split of the Company's Common Stock to be distributed May 10, 1996. The accompanying notes are an integral part of these consolidated financial statements. 3 ALTRON INCORPORATED AND SUBSIDIARIES CONSOLIDATED INCOME STATEMENTS
THREE MONTHS ENDED ------------------ MARCH 30, APRIL 1, 1996 1995 --------- -------- (IN THOUSANDS, EXCEPT PER SHARE DATA, UNAUDITED) Net Sales.................................................. $44,091 $32,662 Cost of Sales.............................................. 33,427 25,256 ------- ------- Gross Profit............................................... 10,664 7,406 Selling, General and Administrative Expenses............... 3,130 2,593 ------- ------- Income from Operations..................................... 7,534 4,813 Other Income............................................... 458 168 Interest Expense........................................... 86 116 ------- ------- Income Before Provision for Income Taxes................... 7,906 4,865 Provision for Income Taxes................................. 3,241 1,945 ------- ------- Net Income................................................. $ 4,665 $ 2,920 ======= ======= Net Income Per Common and Common Equivalent Share.......... $ 0.44 $ 0.33 ======= ======= Weighted Average Common and Common Equivalent Shares Out- standing.................................................. 10,606 8,922 ======= =======
None of the information in this Form 10-Q has been restated to reflect the three-for-two split of the Company's Common Stock to be distributed May 10, 1996. The accompanying notes are an integral part of these consolidated financial statements. 4 ALTRON INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED ------------------ MARCH 30, APRIL 1, 1996 1995 --------- -------- (IN THOUSANDS, UNAUDITED) Cash Flows from Operating Activities: Net income............................................. $ 4,665 $ 2,920 Adjustments to reconcile net income to net cash pro- vided by operating activities: Depreciation and amortization........................ 1,151 1,147 Deferred income taxes................................ 2,422 1,097 Changes in current assets and liabilities: Accounts receivable.................................. (1,010) (2,052) Inventories.......................................... (3,130) (3,883) Other current assets................................. 9 (115) Accounts payable..................................... 2,538 2,719 Accrued expenses..................................... 655 1,519 ------- ------- Net cash provided by operating activities................ 7,300 3,352 ------- ------- Cash Flows from Investing Activities: Purchases of investments, net.......................... (3,311) -- Capital expenditures................................... (2,776) (2,335) ------- ------- Net cash used in investing activities.................... (6,087) (2,335) ------- ------- Cash Flows from Financing Activities: Principal payments of long-term debt................... (53) (200) Proceeds from issuance of common stock................. 209 64 ------- ------- Net cash provided by (used in) financing activities...... 156 (136) ------- ------- Net Change in Cash and Cash Equivalents.................. 1,369 881 Cash and Cash Equivalents, Beginning of Period........... 13,622 8,306 ------- ------- Cash and Cash Equivalents, End of Period................. $14,991 $ 9,187 ======= ======= Supplemental Disclosure of Cash Flow Information: Cash paid during the period for: Interest............................................. $ 138 $ 145 Income taxes......................................... 1,700 600
None of the information in this Form 10-Q has been restated to reflect the three-for-two split of the Company's Common Stock to be distributed May 10, 1996. The accompanying notes are an integral part of these consolidated financial statements. 5 ALTRON INCORPORATED AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (1) BUSINESS Altron Incorporated (the "Company") is a leading contract manufacturer of interconnect products used in advanced electronic equipment. The Company manufactures complex products in the mid-volume sector of the electronic interconnect industry including custom-designed backplanes, surface mount assemblies and total systems, as well as multilayer, high density printed circuit boards. Altron's customers include a diversified base of manufacturers in the telecommunication, data communication, computer, industrial and medical industries located in the United States and Europe. (2) INTERIM FINANCIAL STATEMENTS In the opinion of the Company's management, these interim financial statements contain all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the results for such periods. The unaudited results of operations for the quarter ended March 30, 1996 are not necessarily an indication of the results of operations for the full year. The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Altron Systems Corporation and Altron Securities Corporation. All significant intercompany balances and transactions have been eliminated in consolidation. Printed circuit boards manufactured by the Company and used in its assembly operations are included in value added contract manufacturing sales. Printed circuit board sales represent sales to third parties. For information as to the significant accounting policies followed by the Company and other financial and operating information, see the Company's Form 10-K for the year ended December 30, 1995, as filed with the Securities and Exchange Commission (Commission File No. 0-13230). These interim financial statements should be read in conjunction with the financial statements included in the Form 10-K. (3) INVENTORIES Inventories are stated at the lower of cost (first-in, first-out method) or market. Cost includes materials, labor and manufacturing overhead. Inventories are summarized as follows (in thousands, March 30, 1996 unaudited):
MARCH 30, DECEMBER 30, 1996 1995 --------- ------------ Raw Materials....................................... $10,405 $ 9,371 Work-in-process..................................... 11,313 9,217 ------- ------- $21,718 $18,588 ======= =======
(4) SHORT-TERM DEBT The Company has a $5,000,000 unsecured line of credit available with its bank at the bank's prime rate. There were no borrowings outstanding under the line of credit and the entire line was available at March 30, 1996 and December 30, 1995. (5) SIGNIFICANT CUSTOMERS One customer, Motorola Inc., accounted for 16% and 17% of net sales for the three month periods ended March 30, 1996 and April 1, 1995, respectively. 6 ALTRON INCORPORATED AND SUBSIDIARIES ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Net sales for the first quarter of 1996 increased 35% to $44.1 million from net sales of $32.7 million for the same quarter of 1995. The increase was primarily the result of increased shipments of value added assembly products to the Company's largest customers in the communication, computer and industrial segments of the electronics industry. The Company's largest customer in each of the first quarters of 1996 and 1995 was Motorola Inc., which accounted for 16% and 17% of net sales for each quarter, respectively. Value added contract manufacturing sales for the first quarter of 1996 increased 39% to $33.1 million or approximately 75% of net sales, compared to $23.9 million or 73% of net sales in the first quarter of 1995. Printed circuit board sales for the first quarter of 1996 were approximately 25% of net sales compared to 27% of net sales in the first quarter of 1995. Gross margin as a percentage of net sales for the first quarter of 1996 increased to 24.2% as compared to 22.7% in 1995. Gross profit for the first quarter of 1996 increased 44% to $10.7 million from $7.4 million in 1995. The increase in the Company's gross profit resulted primarily from absorption of fixed costs due to the higher volume of shipments and was also due to manufacturing efficiencies gained through productivity and product yield improvements. Selling, general and administrative expenses as a percentage of net sales decreased to 7.1% in the first quarter of 1996 from 7.9% for the same quarter of 1995. The decline in selling, general and administrative expenses as a percentage of net sales was principally the result of higher net sales. Other income increased $290,000 in the first quarter of 1996 as compared to the first quarter of 1995 principally as a result of receiving net proceeds of approximately $24.3 million from the public offering of the Company's common stock during the second quarter of 1995. Interest expense was $30,000 lower in the first quarter of 1996 than 1995 as a result of reduced outstanding borrowings. LIQUIDITY AND CAPITAL RESOURCES At March 30, 1996, the Company had working capital of $58.1 million compared to $52.3 million at December 30, 1995. Cash and cash equivalents and short- term investments were $35.3 million at March 30, 1996 and $30.4 million at December 30, 1995. Long-term investments at March 30, 1996 were $4.8 million compared to $5.0 million at December 30, 1995. At March 30, 1996, the Company had a $5,000,000 unsecured line of credit with its bank, all of which was available. On April 2, 1996, the Board of Directors adopted a resolution to increase the total number of authorized shares of common stock from 30,000,000 to 40,000,000 shares, with a par value of $.05 per share. The resolution will be submitted for approval by the stockholders at the Annual Meeting of the Stockholders scheduled to be held on May 16, 1996. On April 2, 1996, the Board of Directors declared a 3 for 2 split of its Common Stock effected as a 50% stock dividend payable May 10, 1996 to stockholders of record on April 18, 1996. The Company believes that its existing bank credit and working capital, together with funds generated from operations, will be sufficient to satisfy anticipated sales growth and investment in manufacturing facilities and equipment. The Company had commitments for approximately $2.0 million of capital expenditures as of March 30, 1996. 7 ALTRON INCORPORATED AND SUBSIDIARIES PART II--OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits 27--Financial Data Schedule (b) Reports on Form 8-K No reports on Form 8-K were filed by the Company during the quarter ended March 30, 1996. 8 SIGNATURES PURSUANT TO THE REQUIREMENTS OF SECTION 13 OR 15(D) 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. Altron Incorporated NAME TITLE DATE /s/ Samuel Altschuler Chairman of the Board of April 30, - ------------------------- Directors and President 1996 SAMUEL ALTSCHULER (principal executive officer) /s/ Burton Doo Executive Vice President and April 30, - ------------------------- Director, President, Altron 1996 BURTON DOO Systems Corporation /s/ Peter D. Brennan Vice President, Chief Financial April 30, - ------------------------- Officer and Treasurer (principal 1996 PETER D. BRENNAN financial and accounting officer) 9 EX-27 2 FINANCIAL DATA SCHEDULE
5 1,000 3-MOS DEC-28-1996 DEC-31-1995 MAR-30-1996 14,991 20,301 24,472 775 21,718 83,707 59,020 27,713 123,495 25,645 4,522 0 0 510 85,018 123,495 44,091 44,091 33,427 36,557 (458) 0 86 7,906 3,241 4,665 0 0 0 4,665 0.44 0.44
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