-----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, S3GbGj/tekcdwGfUD33Dc7+okvt/NzMzxZrIfKeanNOgzQjvtj5aoDDrrtXACQei 8OVi/g3UCj0PAQ5fVS7qUg== 0000769409-95-000031.txt : 19951017 0000769409-95-000031.hdr.sgml : 19951017 ACCESSION NUMBER: 0000769409-95-000031 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950901 FILED AS OF DATE: 19951016 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEODYNAMICS CORP CENTRAL INDEX KEY: 0000769409 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 952502865 STATE OF INCORPORATION: CA FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-15034 FILM NUMBER: 95580741 BUSINESS ADDRESS: STREET 1: 21171 WESTERN AVE STE 110 CITY: TORRANCE STATE: CA ZIP: 90501 BUSINESS PHONE: 3107827277 MAIL ADDRESS: STREET 1: GEODYNAMICS CORPORATION STREET 2: 21171 WESTERN AVENUE - SUITE 110 CITY: TORRANCE STATE: CA ZIP: 90501 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended: September 1, 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: 0-15034 GEODYNAMICS CORPORATION (Exact name of registrant as specified in its charter) California 95-2502865 - --------------------------------- ---------------------- (State or other jurisdiction (I.R.S. employer of incorporation or organization) identification number) 21171 Western Avenue, Suite 110, Torrance, California 90501 ----------------------------------------------------------- (Address of principal executive office) (310) 782-7277 --------------------------------------------------- (Registrant's telephone number including area code) 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 CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date. Class Outstanding as of September 30, 1995 - --------------- ------------------------------------ Common Stock 2,662,414 This document is comprised of 11 pages. GEODYNAMICS CORPORATION AND SUBSIDIARIES FORM 10-Q September 1, 1995 INDEX Part I: FINANCIAL INFORMATION Item 1: Financial Statements Condensed Consolidated Balance Sheets as of September 1, 1995 (unaudited) and June 2, 1995 Condensed Consolidated Statements of Income (unaudited) for the three months ended September 1, 1995 and September 2, 1994 Condensed Consolidated Statements of Cash Flows (unaudited) for the three months ended September 1, 1995 and September 2, 1994 Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations Part II: OTHER INFORMATION Item 6: Exhibits and Reports on Form 8-K Signatures Part I. Financial Information GEODYNAMICS CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS
September 1, June 2, 1995 1995 ----------------- ------------ (Unaudited) ASSETS Current Assets Cash $2,723,000 $2,310,000 Short-term investments 3,676,000 5,862,000 Receivables: Billed 14,131,000 12,614,000 Unbilled 1,656,000 1,910,000 Prepaid expenses and other 1,156,000 1,354,000 ----------- ----------- Total current assets 23,342,000 24,050,000 ----------- ----------- Equipment and Leasehold Improvements, at cost Equipment and leasehold improvements 28,403,000 28,098,000 Less accumulated depreciation and amortization (17,091,000) (16,615,000) ----------- ----------- Net equipment and leasehold improvements 11,312,000 11,483,000 ----------- ----------- Other Assets Noncurrent unbilled contract receivables 920,000 920,000 Investments 1,277,000 1,277,000 Goodwill, net of amortization of $94,000 at September 1, 1995 and $75,000 at June 2, 1995 1,406,000 1,425,000 Intangible assets, net of amortization of $992,000 at September 1, 1995 and $916,000 at June 2, 1995 1,004,000 1,080,000 Other assets 314,000 405,000 ----------- ----------- Total other assets 4,921,000 5,107,000 ----------- ----------- $39,575,000 $40,640,000 =========== =========== LIABILITIES AND SHAREHOLDERS'EQUITY Current Liabilities Accounts payable $1,385,000 $2,907,000 Accrued expenses 3,396,000 3,229,000 Line of credit 597,000 747,000 Other current liabilities 1,306,000 1,429,000 ----------- ----------- Total current liabilities 6,684,000 8,312,000 ----------- ----------- Long-Term Liabilities Long-term debt, net of current portion 150,000 163,000 Other liabilities 1,705,000 1,709,000 ----------- ----------- Total long-term liabilities 1,855,000 1,872,000 ----------- ----------- Shareholders' Equity Common stock, without par value: Authorized - 10,000,000 shares Outstanding - 2,648,000 at September 1, 1995 and 2,605,000 shares at June 2, 1995 12,148,000 11,910,000 Retained earnings 18,893,000 18,542,000 Foreign currency translation (5,000) 4,000 ----------- ----------- Total shareholders' equity 31,036,000 30,456,000 ----------- ----------- $39,575,000 $40,640,000 =========== =========== The accompanying notes are an integral part of these consolidated statements.
GEODYNAMICS CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
For the Three Months Ended: ---------------------------- September 1, September 2, 1995 1994 ------------ ------------ REVENUES $15,998,000 $13,144,000 COSTS AND EXPENSES 15,178,000 12,332,000 ----------- ----------- Income from operations 820,000 812,000 ----------- ----------- OTHER INCOME / (EXPENSE): Interest income 67,000 69,000 Interest expense (23,000) (22,000) ----------- ----------- Net other 44,000 47,000 ----------- ----------- INCOME BEFORE PROVISION FOR INCOME TAXES 864,000 859,000 PROVISION FOR TAXES 333,000 331,000 ----------- ----------- NET INCOME $531,000 $528,000 =========== =========== EARNINGS PER COMMON SHARE $0.18 $0.21 =========== =========== Weighted average number of common shares outstanding (Note 3) 2,875,000 2,513,000 =========== =========== The accompanying notes are an integral part of these consolidated statements.
GEODYNAMICS CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
For the Three Months Ended: --------------------------- September 1, September 2, 1995 1994 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $531,000 $528,000 Adjustments to reconcile net income to cash provided by (used in) operating activities: Depreciation and amortization 775,000 643,000 Deferred income taxes 139,000 (167,000) Nonqualified stock options, charged to operations 16,000 18,000 (Increase) decrease in: Contract receivables (1,409,000) 2,025,000 Prepaid expenses and other 63,000 294,000 Other noncurrent assets 82,000 102,000 Increase (decrease) in: Accounts payable (1,522,000) (451,000) Accrued expenses 167,000 (109,000) Other current liabilities 23,000 116,000 Other liabilities (15,000) 47,000 ---------- ---------- Net cash provided by (used in) operating activities (1,150,000) 3,046,000 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of short-term investments ----- (2,000,000) Sales of short-term investments 2,186,000 2,445,000 Purchase of LCT, net of acquired cash of $1,319,000 ----- (1,419,000) Employee loans, net 16,000 12,000 Purchases of property and equipment (509,000) (130,000) ---------- ---------- Net cash provided by (used in) investing activities 1,693,000 (1,092,000) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Repayments of line of credit (150,000) ----- Proceeds from exercise of common stock options and tax benefits related to stock options 191,000 36,000 Repurchases of common stock (13,000) ----- Cash dividends paid (180,000) (179,000) Foreign currency translation (9,000) (5,000) Long term subordinated debt (13,000) (584,000) Payments on notes receivable from sale of stock ---- 3,000 Proceeds from employee stock purchase plan 44,000 58,000 ---------- ---------- Net cash used in financing activities (130,000) (671,000) ---------- ---------- Net increase in cash 413,000 1,283,000 Cash at beginning of period 2,310,000 1,237,000 ---------- ---------- Cash at end of period $2,723,000 $2,520,000 ========== ========== SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the period - income taxes $150,000 $33,000 Cash paid during the period - interest $23,000 $30,000 The accompanying notes are an integral part of these consolidated statements.
GEODYNAMICS CORPORATION AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Note 1 - Accounting Policies The accompanying unaudited Condensed Consolidated Financial Statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles have either been condensed or omitted pursuant to those rules and regulations. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations and cash flows for the periods presented are not necessarily indicative of the results that may be expected for the full fiscal year. For further information, refer to the financial statements and notes thereto for the year ended June 2, 1995 included in the 1995 Annual Report on Form 10-K. The Condensed Consolidated Balance Sheets at June 2, 1995 have been taken from the audited financial statements at that date and condensed. Certain reclassifications have been made to the prior years' financial statements to conform to the current year presentation. Note 2 - Investments The Company's short-term investments are stated at market, which equals cost, and consist of money market funds. Note 3 - Earnings Per Common Share The following schedule summarizes the information used to compute earnings per common share. Fully diluted earnings per share did not vary significantly from primary earnings per share.
Three Months Ended: ---------------------------- September 1, September 2, 1995 1994 ------------ ------------ Net income $531,000 $528,000 ========= ========= Weighted average common shares outstanding 2,624,000 2,479,000 Dilutive effect of stock options 251,000 34,000 --------- --------- Weighted average shares used to compute earnings to compute earnings per common share 2,875,000 2,513,000 ========= =========
GEODYNAMICS CORPORATION AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Revenues for the first quarter of fiscal year 1996 rose to $16.0 million, representing a 21.7% increase from the $13.1 million reported in the corresponding fiscal year 1995 period. The increase was primarily due to a net increase of approximately $500,000 from marine and airborne survey activities in the Company's LCT subsidiary, and approximately $2.3 million from new DoD-related initiatives. Costs and expenses increased $2.9 million, or 23.1%, to $15.2 million from $12.3 million in the first quarter of fiscal 1995. This resulted in a decrease in the operating margin to 5.1% in the current quarter from 6.2% in the first quarter of fiscal 1995. The decline in operating margin was primarily the result of the termination for convenience of a program at less than the anticipated margin, a decision to delay recognition of royalty income under one contract until the royalties are received, and costs related to the possible sale of the Company. Although net income was slightly higher than in the comparative quarter of a year ago, earnings per share declined from $0.21 to $0.18. This decline is attributable to a higher weighted average number of shares outstanding in fiscal 1996, plus an increase in the dilutive effect of stock options due to higher market prices per share in the current quarter (see Note 3). CAPITAL RESOURCES AND LIQUIDITY Cash and short-term investments decreased to $6.4 million at September 1, 1995 from $8.2 million at June 2, 1995. The decrease is due in large part to uncollected contract receivables; contract receivables increased to $16.0 million from $14.5 million at June 2, 1995. In addition, accounts payable decreased substantially from $2.9 million at June 2, 1995 to $1.4 million at the end of the current quarter. Accounts receivable aging at September 1, 1995 was 96 days, increasing from 93 days at June 2, 1995. The balance sheet remains strong, with working capital up approximately $1.0 million to a total of $16.7 million and a current ratio of 3.5 to 1 at September 1, 1995, compared with 2.9 to 1 at June 2, 1995. The Company maintains an $8.0 million line of credit with a bank; at September 1, 1995, borrowings were $597,000 under this line, down from $747,000 at June 2, 1995. Borrowings under the line of credit, which are guaranteed by the parent company, were to provide working capital for the Company's LCT subsidiary. GEODYNAMICS CORPORATION AND SUBSIDIARIES Part II. Other Information Items 1 through 5 have been omitted because the related information is either inapplicable or has been previously reported. Item 6. Exhibits and reports on Form 8-K (a) Exhibits None. (b) Reports on Form 8-K None. 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 thereto duly authorized. GEODYNAMICS CORPORATION DATE: October 13, 1995 By: /s/ David P. Nelson ------------------------------------------------ David P. Nelson, Vice-President, Chief Financial Officer, and duly authorized to sign on behalf of registrant DATE: October 13, 1995 By: /s/ Robert G. Cook ------------------------------------------------ Robert G. Cook, Corporate Controller and Chief Accounting Officer EX-27 2 ART. 5 FDS FOR 1ST QUARTER 1996 10-Q
5 3-MOS MAY-31-1996 SEP-01-1995 2,723,000 3,676,000 15,787,000 0 0 23,342,000 28,403,000 (17,091,000) 39,575,000 6,684,000 0 12,148,000 0 0 18,888,000 39,575,000 15,998,000 15,998,000 15,178,000 15,178,000 0 0 23,000 864,000 333,000 531,000 0 0 0 531,000 .18 .18
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