-----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, mBrCvMuHZbCt55y1q2+7lA0wCpQyUN1JvBe5/faGjdSD/qQJWIBQmdGTTkgkbcIi ySRXm0asjhqaZ/KEo0PoTw== 0000076267-95-000010.txt : 199507120000076267-95-000010.hdr.sgml : 19950712 ACCESSION NUMBER: 0000076267-95-000010 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950528 FILED AS OF DATE: 19950711 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PARK ELECTROCHEMICAL CORP CENTRAL INDEX KEY: 0000076267 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 111734643 STATE OF INCORPORATION: NY FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-04415 FILM NUMBER: 95553250 BUSINESS ADDRESS: STREET 1: 5 DAKOTA DR CITY: LAKE SUCCESS STATE: NY ZIP: 11042 BUSINESS PHONE: 5163544100 MAIL ADDRESS: STREET 1: 5 DAKOTA DR CITY: LAKE SUCCESS STATE: NY ZIP: 11042 10-Q 1 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 F O R M 10-Q (Mark One) [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 28, 1995 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 1-4415 PARK ELECTROCHEMICAL CORP. ---------------------------------------------------------- (Exact name of registrant as specified in its charter) New York 11-1734643 - ------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 5 Dakota Drive, Lake Success, N.Y. 11042 - ------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (516) 354-4100 Not Applicable ----------------------------------------------------- (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 [ ] APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ] APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 5,736,963 as of July 7, 1995. 2 PARK ELECTROCHEMICAL CORP. AND SUBSIDIARIES I N D E X Page Number ------ PART I. FINANCIAL INFORMATION: Item 1. Financial Statements Condensed Consolidated Balance Sheets May 28, 1995 (Unaudited) and February 26, 1995 .................................. 3 Consolidated Statements of Earnings 13 weeks ended May 28, 1995 and May 29, 1994 (Unaudited)............................ 4 Consolidated Statements of Cash Flows 13 weeks ended May 28, 1995 and May 29, 1994 (Unaudited)............................ 5 Notes to Condensed Consolidated Financial Statements (Unaudited) ............................. 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations ......................................... 7 PART II. OTHER INFORMATION: Item 1. Legal Proceedings ................................... 9 Item 6. Exhibits and Reports on Form 8-K .................... 9 SIGNATURES ..................................................... 10 -2- 3 PARK ELECTROCHEMICAL CORP. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands)
May 28, February 26, 1995 1995 ASSETS (Unaudited) * Cash and cash equivalents $ 32,849 $ 30,803 Marketable securities 16,076 15,107 Accounts receivable, net 37,381 33,172 Inventories (Note 2) 18,317 16,181 Prepaid expenses & other current assets 3,547 3,057 -------- ------- TOTAL CURRENT ASSETS 108,170 98,320 Property, plant and equipment, net 66,093 61,427 Other assets 2,129 2,304 -------- -------- $176,392 $162,051 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Accounts payable $ 32,087 $ 24,616 Accrued liabilities 14,089 15,844 Income taxes payable 5,385 2,825 -------- -------- TOTAL CURRENT LIABILITIES 51,561 43,285 Long-term debt (Note 3) - 23 Deferred income taxes 5,338 5,243 Deferred pension liability 1,452 1,452 Stockholders' Equity (Note 3): Common stock 679 679 Other stockholders' equity 117,362 111,369 -------- -------- TOTAL STOCKHOLDERS' EQUITY 118,041 112,048 -------- -------- $176,392 $162,051 ======== ======== *The Balance Sheet at February 26, 1995 has been taken from the audited financial statements at that date, and condensed.
-3- 4 PARK ELECTROCHEMICAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited - in thousands, except per share data)
13 Weeks Ended ------------------------- May 28, May 29, 1995 1994 Net sales $75,412 $62,769 -------- -------- Costs and expenses: Cost of sales 57,695 49,522 Selling, general and administrative 8,857 7,471 -------- -------- Total costs and expenses 66,552 56,993 -------- -------- Operating profit 8,860 5,776 -------- -------- Other income (expense): Interest expense - (412) Other income, net 568 462 -------- -------- Total other income 568 50 -------- -------- Earnings before income tax provision 9,428 5,826 Income tax provision 3,404 2,156 -------- -------- NET EARNINGS $ 6,024 $ 3,670 ======== ======== Net earnings per common share: Primary $ 1.03 $ .78 Fully diluted $ 1.03 $ .68 Dividends per common share $ .12 $ .08 Weighted average number of common shares outstanding: Primary 5,854 4,708 Fully diluted 5,854 5,732
-4- 5 PARK ELECTROCHEMICAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited - in thousands)
13 weeks ended ---------------------- May 28, May 29, 1995 1994 NET CASH PROVIDED BY OPERATING ACTIVITIES: $10,027 $ 7,155 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property, plant and equipment, net (6,489) (3,484) Purchases of marketable securities (2,968) (8,017) Proceeds from sales of marketable securities 1,999 13,841 -------- -------- Net cash (used in) provided by investing activities (7,458) 2,340 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Net payments of short term debt - (57) Dividends paid (688) (406) Proceeds from exercise of stock options 122 283 Debt conversion costs and other - (101) -------- -------- Net cash used in financing activities (566) (281) -------- -------- INCREASE IN CASH AND CASH EQUIVALENTS BEFORE EXCHANGE RATE CHANGES 2,003 9,214 EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS 43 (100) -------- -------- INCREASE IN CASH AND CASH EQUIVALENTS 2,046 9,114 CASH AND CASH EQUIVALENTS BEGINNING OF PERIOD 30,803 14,135 -------- -------- CASH AND CASH EQUIVALENTS END OF PERIOD $32,849 $23,249 ======== ======== SUPPLEMENTAL CASH FLOW INFORMATION: Cash paid during the period for: Interest $ - $ 24 Income taxes $ 421 $ 1,132 SUPPLEMENTAL DISCLOSURE OF NON CASH FINANCING ACTIVITIES: During the quarter ended May 29, 1994 the Company issued 1,586,184 shares of Common Stock upon the conversion of $32,835,000 principal amount of Debentures.
-5- 6 PARK ELECTROCHEMICAL CORP. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS The condensed consolidated balance sheet as of May 28, 1995, the consolidated statements of earnings for the 13 weeks ended May 28, 1995 and May 29, 1994, and the consolidated statements of cash flows for the 13 week periods then ended have been prepared by the Company, without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position at May 28, 1995, and the results of operations and cash flows for all periods presented have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company's February 26, 1995 annual report to stockholders. 2. INVENTORIES Inventories consist of the following:
(In thousands) May 28, February 26, 1995 1995 ------- ------------ Raw materials $ 6,160 $ 5,215 Work-in-process 3,321 2,997 Finished goods 8,290 7,446 Manufacturing supplies 546 523 ------- ------- $18,317 $16,181 ======= =======
3. SUPPLEMENTARY EARNINGS PER SHARE DATA During the quarter ended May 29, 1994, the Company issued 1,586,184 shares of common stock upon the conversion of $32,835,000 principal amount debentures. Supplementary earnings per share for the quarter ended May 29, 1994 of $.70 per share reflects the earnings per share that would have resulted if the conversion of these shares had occurred at the beginning of the period. -6- 7 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. Results of Operations During the Company's current fiscal year's first quarter ended May 28, 1995 sales increased 20% to $75,412,000 from $62,769,000 during last year's first quarter. In addition, operating profit increased 53% to $8,860,000 for the current fiscal year's first quarter from $5,776,000 for last year's first quarter. During the current fiscal year's first quarter, the Company's electronics segment accounted for $65,355,000 in sales or 87% of the Company's total sales worldwide. Electronics sales increased 20% during this fiscal year's first quarter from last year's first quarter electronics sales of $54,499,000. The Company's foreign operations, which are dedicated almost exclusively to the electronics segment, accounted for $21,339,000 in sales or 28% of total sales worldwide during the first quarter. Foreign sales during this fiscal year's first quarter increased 47% from last year's first quarter's foreign sales of $14,525,000. The sales of the plumbing and industrial component segment for the current year's first quarter amounted to $10,057,000, or 13% of the Company's total worldwide sales, compared to $8,270,000 for the same period last year. The sales of the plumbing and industrial component segment increased 22% compared to the same period last year. The gross profit percentage for the Company's worldwide operations was 23.5% for the current fiscal year's first quarter, as compared to 21.1% for the prior year's first quarter. The Company's relatively strong performance during the first quarter was attributable to the reasonably good performance of all of the Company's business units. The Company's electronic segment operations were strong in both the U.S. and overseas. Increased volumes and improved efficiencies have been achieved in the Company's electronics operations in the U.S., Europe and South East Asia. Focusing on higher technology, higher margin products has enabled the electronics business to grow its margins in a highly competitive environment and in the face of increased raw material prices. The expansion of the Company's Singapore manufacturing facility was completed and had been in operation for the entire quarter. The Company is currently in the process of expanding its facilities in Arizona and New York. These expansions will both be completed during the current fiscal year. The Company's plumbing and industrial components segment experienced improved performance compared to the same period last year. The plumbing and industrial components segment is comprised of the Company's plumbing hardware, advanced composite and industrial adhesive tape business units. The Company's advanced composite business, which performed reasonably during the first quarter, continued to aggressively pursue new products and new markets. The Company's industrial adhesive tape business was strong during the first quarter. The Company's plumbing business performed reasonably during the first quarter. Selling, general and administrative expenses, measured as a percentage of sales, were 11.7% during the current fiscal year's first quarter, as compared to 11.9% during the prior year's first quarter. -7- 8 The Company elected to redeem it's 7 1/4% Convertible Debentures during the prior year's first quarter. As a result, interest expense was eliminated for the current fiscal year's first quarter, as compared to $412,000 during the prior year's first quarter. Virtually all of the Debentures outstanding were converted into the Company's common stock. Those conversions eliminated practically all of the Company's long-term debt. Investment income, which is included in other income, was $568,000 for the current quarter, compared to $323,000 in the prior year's first quarter. This 76% increase in investment income was due to the increase in cash available for investment and the increase in the average rate of interest earned on the Company's investments, compared to the same period last year. The Company's cash reserves continue to be invested primarily in short term taxable instruments and government securities. In the prior year's first quarter, other income of $139,000 arose from the mandatory adoption of Statement of Financial Accounting Standards No. 115, "Accounting for Certain Investments in Debt and Equity Securities", which requires the revaluation of marketable securities. The Company's effective income tax rate for the current fiscal year's first quarter was 36%, compared to 37% for the prior year's first quarter. During the current fiscal year's first quarter, the Company's net earnings increased 64% to $6,024,000 from $3,670,000 during the prior year's first quarter. Primary earnings per share increased 32% to $1.03 for the current year's first quarter from $.78 for the prior year's first quarter. Fully diluted earnings per share increased 51% for the current year's first quarter to $1.03 from $.68 for the prior year's first quarter. This increase in net earnings is attributable to the Company's overall improved operating performance and the reduction in interest expense due to the redemption of the Debentures. As a result of the call for redemption mentioned above, $32,835,000 of the Company's Debentures were converted into 1,586,184 shares of the Company's common stock during the prior year's first quarter. Liquidity and Capital Resources At May 28, 1995, the Company's cash and temporary investments amounted to $48,925,000, as compared to $45,910,000 at February 26, 1995, the end of the Company's last fiscal year. The increase in the Company's cash and investment position is attributable to several factors, including cash generated from operations. The Company's working capital position was $56,609,000 at May 28, 1995, as compared to $55,035,000 at February 26, 1995. The Company's current ratio, or the ratio of current assets to current liabilities, was 2.1 to 1 at May 28, 1995, compared to 2.3 to 1 at February 26, 1995. On April 5, 1994, the Company announced that it had elected to redeem its 7 1/4% Convertible Subordinated Debentures on May 31, 1994. In total, $33,381,000 principal amount of Debentures were converted into 1,612,558 shares of the Company's common stock on or before May 27, 1994. As a result, virtually all of the Company's long-term debt was eliminated, along with the debt service costs associated therewith. During the current fiscal year's first quarter, the Company generated $10,027,000 of funds from operations and expended $6,489,000 for the purchase of property, plant and equipment. The Company believes its financial resources will be sufficient, for the foreseeable future, to provide for continued investment in property, plant and equipment and for general corporate purposes. Such resources are also available for appropriate acquisitions and other expansions of the Company's business. -8- 9 PARK ELECTROCHEMICAL CORP. AND SUBSIDIARIES PART II. OTHER INFORMATION Item 1. Legal Proceedings. (a) There are no material pending legal proceedings to which the Company is a party or to which any of its properties is subject. (b) No material pending legal proceeding was terminated during the fiscal quarter ended May 28, 1995. Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits: No. 11: Computation of Fully Diluted Earnings Per Common Share. (b) There were no reports on Form 8-K filed during the fiscal quarter ended May 28, 1995. -9- 10 PARK ELECTROCHEMICAL CORP. AND SUBSIDIARIES 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. Park Electrochemical Corp. --------------------------- (Registrant) Date: July 11, 1995 /s/Jerry Shore ------------- --------------------------- Jerry Shore Chairman of the Board and President Date: July 11, 1995 /s/Allen Levine ------------- --------------------------- Allen Levine Vice President and Principal Financial Officer -10- 11 PARK ELECTROCHEMICAL CORP. AND SUBSIDIARIES Quarterly Report on Form 10-Q for the fiscal quarter ended May 28, 1995 Exhibit No. Name Page 11 Computation of fully diluted 13 earnings per common share -11- 12 EXHIBIT NO. 11 PARK ELECTROCHEMICAL CORP. AND SUBSIDIARIES COMPUTATION OF FULLY DILUTED EARNINGS PER COMMON SHARE (Unaudited - in thousands, except per share data)
13 weeks ended May 28, 1995 -------------- NET EARNINGS $ 6,024 ADJUSTMENT OF WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING: Weighted average number of common shares outstanding 5,724 Additional shares assuming conversion of stock options 130 --------- Adjusted weighted average number of common shares outstanding during the period 5,854 ======== Earnings per share fully diluted $ 1.03 ========
-12- [ARTICLE] 5 [MULTIPLIER] 1000 [PERIOD-TYPE] 3-MOS [FISCAL-YEAR-END] MAR-03-1996 [PERIOD-END] MAY-28-1995 [CASH] 32,849 [SECURITIES] 16,076 [RECEIVABLES] 37,381 [ALLOWANCES] 0 [INVENTORY] 18,317 [CURRENT-ASSETS] 108,170 [PP&E] 132,472 [DEPRECIATION] 66,379 [TOTAL-ASSETS] 176,392 [CURRENT-LIABILITIES] 51,561 [BONDS] 0 [COMMON] 679 [PREFERRED-MANDATORY] 0 [PREFERRED] 0 [OTHER-SE] 117,362 [TOTAL-LIABILITY-AND-EQUITY] 176,392 [SALES] 75,412 [TOTAL-REVENUES] 75,980 [CGS] 57,695 [TOTAL-COSTS] 66,552 [OTHER-EXPENSES] 0 [LOSS-PROVISION] 0 [INTEREST-EXPENSE] 0 [INCOME-PRETAX] 9,428 [INCOME-TAX] 3,404 [INCOME-CONTINUING] 6,024 [DISCONTINUED] 0 [EXTRAORDINARY] 0 [CHANGES] 0 [NET-INCOME] 6,024 [EPS-PRIMARY] 1.03 [EPS-DILUTED] 1.03
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