-----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, Gwhj0B04L6bZ+O4P1Nnq/aiaCNQvGUwJD7HcpGP1ARKp8BeMUQ8zgcVWhZHpGYVg 5VxwmiBBDPzkW2tE4tH3Fg== 0000893877-97-000098.txt : 19970222 0000893877-97-000098.hdr.sgml : 19970222 ACCESSION NUMBER: 0000893877-97-000098 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970214 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRM COPY CENTERS CORP CENTRAL INDEX KEY: 0000749254 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 930809419 STATE OF INCORPORATION: OR FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-19657 FILM NUMBER: 97531746 BUSINESS ADDRESS: STREET 1: 5208 N E 122ND AVENUE CITY: PORTLAND STATE: OR ZIP: 97230-1074 BUSINESS PHONE: 5032578766 10-Q 1 FORM 10-Q FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 1996 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 0-19657 -------------------------- TRM COPY CENTERS CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) Oregon 93-0809419 --------------------------------- ------------------- (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 5208 N.E. 122nd Avenue Portland, Oregon 97230 --------------------------------------------------- (Address of principal executive offices) (Zip Code) (503) 257-8766 --------------------------------------------------- (Registrant's telephone number, including area code) --------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) 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 each of the issuer's classes of common stock, as of the latest practicable date: CLASS OUTSTANDING AT DECEMBER 31, 1996 ----- -------------------------------- Common Stock 6,529,091 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS --------------------
TRM COPY CENTERS CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) June 30, December 31, 1996 1996 -------------- -------------- ASSETS Current assets: Cash and cash equivalents $ 873 $ 1,989 Accounts receivable, net 7,264 7,619 Inventories 5,253 5,258 Prepaid expenses and other 1,580 2,047 -------- -------- Total current assets 14,970 16,913 Equipment and vehicles, less accumulated 39,172 38,849 depreciation Other assets 109 165 -------- -------- $ 54,251 $ 55,927 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Checks in transit $ 938 $ 1,455 Accounts payable 1,799 1,919 Accrued expenses 3,373 3,415 -------- -------- Total current liabilities 6,110 6,789 Long-term debt 8,128 5,000 Deferred income taxes 4,569 5,091 -------- -------- Total liabilities 18,807 16,880 Commitments -- -- Stockholders' equity: Preferred stock, no par value. Authorized 5,000 shares; no shares issued and outstanding -- -- Common stock, no par value. Authorized 10,000 shares; issued and outstanding 6,529 and 6,484 shares 16,214 16,407 Retained earnings 19,704 21,904 Cumulative translation adjustment (474) 736 -------- -------- Total stockholders' equity 35,444 39,047 -------- -------- $ 54,251 $ 55,927 ======== ========
-2-
TRM COPY CENTERS CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data) Three Months Ended Six Months Ended December 31, December 31, -------------------- ------------------- 1995 1996 1995 1996 ------- ------- ------- ------- Sales $16,727 $17,347 $32,444 $33,924 Less discounts 2,916 2,920 5,627 5,656 ------ ------ ------ ------ Net sales 13,811 14,427 26,817 28,268 Cost of sales 7,548 7,630 14,766 15,035 ------ ------ ------ ------ Gross profit 6,263 6,797 12,051 13,233 Selling, general and administrative expense 4,357 4,656 8,424 9,143 ------ ------ ------ ------ Operating income 1,906 2,141 3,627 4,090 Other expense: Interest 271 119 549 266 Other, net 113 100 153 188 ------ ------- ------ ------ Income before income taxes 1,522 1,922 2,925 3,636 Provision for income taxes 612 759 1,171 1,436 ------ ------- ------ ------ Net income $ 910 $ 1,163 $ 1,754 $ 2,200 ====== ======= ====== ====== Net income per share $ 0.13 $ 0.16 $ 0.25 $ 0.30 ====== ======= ====== ====== Weighted average common and common equivalent shares outstanding 7,245 7,328 7,159 7,332 ====== ======= ====== ======
-3-
TRM COPY CENTERS CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (In thousands) Common Stock Cumulative ------------------ Retained Translation Shares Amount Earnings Adjustment Total ------- ------- -------- ---------- -------- Balance at June 30, 1996 6,484 $16,214 $19,704 $ (474) $ 35,444 Exercise of stock options 45 193 -- -- 193 Net income for the six months ended December 31, 1996 -- -- 2,200 -- 2,200 Foreign currency translation adjustment -- -- -- 1,210 1,210 ------ ------ ------ ------- ------ Balances at December 31, 6,529 $16,407 $21,904 $ 736 $39,047 1996 ====== ====== ====== ======= ======
-4-
TRM COPY CENTERS CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Six Months Ended December 31, ------------------------- 1995 1996 ---- ---- Operating activities: Net income $ 1,754 $ 2,200 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 2,547 2,858 Loss on disposal of equipment and vehicles 21 50 Changes in items affecting operations: Accounts receivable (871) (355) Inventories 1,043 (5) Prepaid expenses and other (7) (467) Accounts payable (237) 120 Accrued expenses (592) 42 Deferred income tax 410 522 ------- ------- Total operating activities 4,082 4,965 ------- ------- Investing activities: Proceeds from sale of equipment 45 180 Capital expenditures (2,957) (1,824) Other 18 (56) ------- -------- Total investing activities (2,894) (1,700) ------- ------- Financing activities: Increase in checks in transit, net (193) 517 Principal payments on long-term debt (7,504) (3,128) Proceeds from long-term debt 6,465 -- Net proceeds from issuance of common stock 105 193 ------- ------- Total financing activities (1,127) (2,418) ------- ------- Effect of exchange rate changes (104) 269 ------- ------- Net increase (decrease) in cash and cash equivalents (43) 1,116 Cash and cash equivalents at beginning of period 755 873 ------- ------- Cash and cash equivalents at end of period $ 712 $ 1,989 ======= =======
-5- TRM COPY CENTERS CORPORATION Notes to Condensed Consolidated Financial Statements ---------------------------------------------------- 1. Interim Financial Data: The condensed financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission and reflect all adjustments, consisting only of normal recurring adjustments, which, in the opinion of management, are necessary for a fair statement of the results of the interim periods. These condensed interim financial data should be read in conjunction with the Company's latest annual report to shareholders. 2. Net Income Per Share: Net income per share is computed based on the weighted average number of shares of common stock and common stock equivalents assumed to be outstanding during the periods. Common stock equivalents consist of options to purchase stock (using the treasury stock method). 3. Inventories (in thousands): June 30, December 31, 1996 1996 ----- ---- Paper $1,505 $1,539 Toner and developer 828 894 Parts 2,920 2,825 ----- ----- $5,253 $5,258 ===== ===== -6- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General - ------- The Company has continued to expand its business by opening TRM Centers in new and existing market areas. The number of market areas served increased from 56 to 66 from June 30, 1995 to June 30, 1996. The number of TRM Centers grew from 28,995 to 31,719 over the same period. This expansion has continued into the first six months of fiscal 1997 with the opening of five new market areas and 1,037 TRM Centers. As of December 31, 1996, the Company had 71 market areas with 32,756 TRM Centers. Results of Operations - --------------------- Sales for the second quarter were $17.3 million, up 3.7% from second quarter sales of the previous year of $16.7 million. This growth is due to increased numbers of installed units during the quarter offset by decreased average sales per unit. The growth in the number of installed units reflects expansion in both existing and recently opened service areas. Sales discounts are the portion of revenue retained by customers. Sales discounts as a percentage of sales continue to decline, from 17.4% to 16.8% in the comparable quarters. This reflects changes made in business agreements with new customers. The discount rate generally varies between individual retail businesses based on volume. Cost of sales increased 1.1% compared to the prior quarter and 1.8% compared to the prior six months. This was below the sales growth rates because of lower paper and toner usage under the Company's higher copy price programs and because of lower paper costs worldwide. Selling, general and administrative costs over the most recent four fiscal quarters have been relatively unchanged. However, compared to the prior year's second quarter and first six months, selling, general and administrative costs grew by 6.9% and 8.5%, respectively, reflecting earlier investments in people and systems to support growth. Interest costs are incurred because the Company uses bank borrowings to help fund its expansion. The decrease in interest costs is primarily due to lower debt levels, which decreased from $13.2 million as of December 31, 1995, to $5.0 million as of December 31, 1996. Liquidity and Capital Resources - ------------------------------- During the six months ended December 31, 1996, cash flow from operations fully funded capital expenditures of $1,824,000 and allowed for repayment of $3.1 million in bank borrowings. This level of capital expenditures was below the $2.9 million spent in the same period of the prior year because the Company focused on removing and redeploying low-performing customer placements in North America during the first six months. The Company currently anticipates capital expenditures of approximately $7 to $8 million during fiscal 1997. The Company intends to finance these capital expenditures with cash generated from operations and with bank borrowings. The Company expects that these sources will provide adequate cash to fund its expansion through at least June 30, 1997. Information in this Management's Discussions and Analysis about the Company's goals, plans and expectations regarding expansion and capital expenditures constitutes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The following factors are among the factors that could cause actual results to differ materially from the forward-looking statements: business conditions in the market areas in which the Company operates, competitive factors, customer demand for the Company's services, the Company's ability to execute its plans successfully and the volatility of paper costs. Any forward-looking statements should be considered in light of these factors. -7- PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. (a) Exhibit 27 - Financial Data Schedule (b) Reports on Form 8-K. There were no reports filed on Form 8-K during the three months ended December 31, 1996. SIGNATURE --------- Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TRM COPY CENTERS CORPORATION Date: February 14, 1996 By: ROBERT A. BRUCE ----------------- ------------------------------------ Robert A. Bruce Secretary, Vice President, Finance and Chief Financial Officer -8- EX-27 2 EXHIBIT 27
5 1,000 3-MOS JUN-30-1996 DEC-31-1996 1989 0 7902 (283) 5258 16913 59066 (20217) 55927 6789 5000 16407 0 0 0 55927 14427 14427 7630 12286 100 0 119 1922 759 1163 0 0 0 1163 .16 .16
-----END PRIVACY-ENHANCED MESSAGE-----