-----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, Y5759F2E1t0meVl9PoYpue/9eGPsgF0in5hFPs7Bs7+eiQlbR5h/Ix/z8XjSVidE +XTGQQeSeqieNV30VhrH/Q== 0000793500-95-000002.txt : 19950512 0000793500-95-000002.hdr.sgml : 19950512 ACCESSION NUMBER: 0000793500-95-000002 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19950331 FILED AS OF DATE: 19950511 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL SANITARY SUPPLY CO CENTRAL INDEX KEY: 0000793500 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PAPER AND PAPER PRODUCTS [5110] IRS NUMBER: 311079482 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-14827 FILM NUMBER: 95536445 BUSINESS ADDRESS: STREET 1: 225 E FIFTH STREET 2: 2900 CHEMED CENTER CITY: CINCINNATI STATE: OH ZIP: 45202 BUSINESS PHONE: 5137626500 MAIL ADDRESS: STREET 1: 255 E FIFTH STREET STREET 2: 2900 CHEMED CENTER CITY: CINCINNATI STATE: OH ZIP: 45202 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended March 31, 1995 Commission File Number 0-14827 NATIONAL SANITARY SUPPLY COMPANY - ------------------------------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 31-1079482 - ------------------------------------------------------------------------------ (State or other jurisdiction of (IRS Employer Identification incorporation of organization) No.) 2900 Chemed Center, 255 E. 5th St., Cincinnati, OH 45202-4729 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) (513) 762-6500 - -------------------------------------------------------------------------------- (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 --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Amount Date - ----- ------ ---- Common Stock 6,072,726 Shares April 28, 1995 $1 Par Value Page 1 of 9 NATIONAL SANITARY SUPPLY COMPANY Index
Page No. Part I. Financial Information: -------- Item 1. Financial Statements: Consolidated Balance Sheet-- March 31, 1995 and December 31, 1994 . . . . . . . . . . . . . . . . . . . . . 3 Consolidated Statement of Income-- Three months ended March 31, 1995 and 1994 . . . . . . . . . . . . . . . . . . 4 Consolidated Statement of Cash Flows-- Three months ended March 31, 1995 and 1994 . . . . . . . . . . . . . . . . . . 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
Page 2 of 9 Part I. Financial Information Item 1. Financial Statements NATIONAL SANITARY SUPPLY COMPANY CONSOLIDATED BALANCE SHEET (Unaudited)
March 31, December 31, (thousands, except share data) 1995 1994 - ----------------------------------- ----------- ------------ ASSETS Current assets: Cash and cash equivalents $ 1,894 $ 1,713 Accounts receivable, less allowances (1995- $1,459; 1994- $1,428) 41,195 41,655 Inventories 27,703 28,344 Deferred income taxes 1,885 1,831 Prepaid expenses and other current assets 1,567 1,527 ---------- ----------- Total current assets 74,244 75,070 Properties and equipment, at cost, less accumulated depreciation 21,828 21,851 Goodwill, less accumulated amortization 26,469 26,650 Other assets 701 501 ---------- ----------- Total assets $ 123,242 $ 124,072 ========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 21,973 $ 21,538 Accrued liabilities 13,300 12,552 Loans payable to Chemed Corporation 11,242 13,721 Current portion of notes to Chemed Corporation 1,000 1,000 ---------- ----------- Total current liabilities 47,515 48,811 Notes to Chemed Corporation 16,000 16,000 Deferred income taxes 398 441 Other noncurrent liabilities 1,144 1,259 ---------- ----------- Total liabilities 65,057 66,511 ---------- ----------- Stockholders' equity: Preferred stock - 1,000,000 shares authorized, $1 par value (none issued) - - Common stock - 7,000,000 shares authorized, $1 par value (issued: 1995- 6,503,406 shares; 1994- 6,396,756 shares) 6,504 6,397 Paid-in capital 26,213 25,312 Retained earnings 29,060 28,695 Treasury stock, at cost (1995- 430,852 shares; 1994- 373,783 shares) (3,592) (2,843) ---------- ----------- Total stockholders' equity 58,185 57,561 ---------- ----------- Total liabilities and stockholders' equity $ 123,242 $ 124,072 ========== =========== The accompanying notes are an integral part of the financial statements.
Page 3 of 9 NATIONAL SANITARY SUPPLY COMPANY CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
Three Months Ended March 31, ------------------------ (thousands, except per share data) 1995 1994 - ---------------------------------- --------- --------- Sales $ 80,793 $ 71,460 Cost of sales 55,331 49,199 --------- --------- Gross profit 25,462 22,261 --------- --------- Expenses and other income: Operating expenses 23,261 20,556 Amortization of goodwill 218 218 Chemed interest, net 662 545 Other income, net (47) (117) --------- --------- Total expenses and other income 24,094 21,202 --------- --------- Income before income taxes 1,368 1,059 Income taxes 609 485 --------- --------- Net income $ 759 $ 574 ========= ========= Earnings per share $ 0.13 $ 0.10 ========= ========= Cash dividends paid per share $ 0.065 $ 0.060 ========= ========= Average shares outstanding 6,050 5,937 ========= ========= The accompanying notes are an integral part of the financial statements.
Page 4 of 9 NATIONAL SANITARY SUPPLY COMPANY CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
Three Months Ended March 31, ----------------------- (thousands of dollars) 1995 1994 - ---------------------------------------------- --------- -------- CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 759 $ 574 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 845 797 Amortization of goodwill and deferred charges 293 311 Deferred income tax provision (81) (300) Provision for uncollectible accounts receivable 271 193 Changes in operating assets and liabilities, excluding amounts acquired in business combinations: Decrease in accounts receivable 189 567 Decrease in inventories 641 2,200 (Increase)/decrease in other assets 54 (108) Increase/(decrease) in accounts payable 435 785 Decrease in other liabilities 643 (574) --------- -------- Net cash provided by operating activities 4,049 4,445 --------- -------- CASH FLOWS FROM INVESTING ACTIVITIES Business combinations (52) (432) Capital expenditures (855) (1,197) Other 33 73 --------- -------- Net cash used by investing activities (874) (1,556) --------- -------- CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from payable to Chemed Corporation (2,479) (1,714) Principal payments on other long-term debt (11) (11) Dividends paid (394) (355) Proceeds from/(purchase of) common stock (110) 148 --------- -------- Net cash used by financing activities (2,994) (1,932) Increase in cash and cash equivalents 181 957 Cash and cash equivalents at beginning of period 1,713 1,110 --------- -------- Cash and cash equivalents at end of period $ 1,894 $ 2,067 ========= ======== The accompanying notes are an integral part of the financial statements.
Page 5 of 9 NATIONAL SANITARY SUPPLY COMPANY Notes to Consolidated Financial Statements (unaudited) NOTE A. The accompanying unaudited financial statements have been prepared in accordance with Rule 10-01 of SEC Regulation S-X. Consequently, they do not include all the disclosures required under generally accepted accounting principles for complete financial statements. However, in the opinion of the management of National Sanitary Supply Company ("National"), the financial statements presented herein contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial position, the results of operations and cash flows of National and its subsidiaries for the periods indicated. For additional information concerning the accounting policies of National, refer to the consolidated financial statements included in the 1994 Annual Report on Form 10-K filed with the SEC on March 28, 1995. NOTE B. Cash equivalents include highly liquid investments with maturities of three months or less when purchased. NOTE C. Earnings per common share are computed on the basis of the weighted average number of shares of common stock outstanding during the respective periods. The dilution that would result from shares issuable under National's 1986 and 1988 Stock Incentive Plans is not material. Page 6 of 9 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations - --------------------- National Sanitary Supply Company's sales for the first quarter ended March 31, 1995 were $80,793,000, a 13% increase over sales of $71,460,000 in the first quarter of 1994. Net income for the first quarter of 1995 was $759,000, a 32% increase over net income of $574,000 reported in the prior-year first quarter. Earnings per share of $.13 for the first quarter of 1995 increased 30% over earnings per share of $.10 reported in the comparable prior-year quarter. During the first quarter most of National's locations recorded double-digit sales growth. Improved pricing in plastic and paper product categories, the debut of a new full-line product catalog, new product introductions, and a stronger economy fueled rapid sales growth during the quarter. National's first quarter 1995 gross profit margin of 31.5% increased from 31.2% in the first quarter of 1994, primarily the result of a slower growth in certain overhead costs as a % of sales. Operating expenses increased 13% during the first quarter of 1995 over the prior year reflecting the additional sales volume and National's continued investment in programs that will improve market share. For example, investments continue to be made in the Midwest operating group in anticipation of future expansion into new geographic markets. Additionally, National is investing in new sales and training programs designed to enhance market penetration and improve selling efficiencies. The effective tax rate declined from 45.8% during the first quarter of 1994 to 44.5% during the first quarter of 1995, primarily due higher profits in states with lower tax rates and spreading the same year-to-year level of nontax- deductible goodwill over more income. Liquidity and capital resources - ------------------------------- Management believes that the company's cash flow from operations and other sources of liquidity are sufficient for its needs. There were no material changes in the Company's financial position during the first quarter of 1995. Page 7 of 9 Part II. Other Information Item 6. Exhibits and Reports on Form 8-K (a) Exhibits --------
SK 601 Exhibit No. Ref. No. Description Page No. - ----------- -------- ----------- -------- 1 (11) Statement re: E-1 Computation of Earnings Per Share 2 (27) Financial Data Schedule E-2
(b) Reports on Form 8-K ------------------- No reports on Form 8-K were filed during the quarter ended March 31, 1995. 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. National Sanitary Supply Company -------------------------------- (Registrant) Date May 10, 1995 By /s/Paul C. Voet ------------------ ---------------------------------- Paul C. Voet President and Chief Executive Officer Date May 10, 1995 By /s/Gary H. Sander ------------------ ---------------------------------- Gary H. Sander Vice President, Treasurer and Chief Financial Officer Page 8 of 9 EX-11 2 EXHIBIT 11 NATIONAL SANITARY SUPPLY COMPANY COMPUTATION OF EARNINGS PER SHARE (a) (UNAUDITED)
Three Months Ended (thousands, except per share data) March 31, - ---------------------------------- ---------------------- 1995 1994 ------- ------- Computation of Earnings Per Common and Common Equivalent Share Net Income $ 759 $ 574 ======= ======= Average Number of Shares of Common Stock Outstanding 6,050 5,937 Incremental Effect of Unexercised Stock Options 87 108 ------- ------- Average Number of Shares of Common Stock and Common Stock Equivalents Outstanding 6,137 6,045 ======= ======= Earnings per Common and Common Equivalent Share $ 0.12 $ 0.09 ======= ======= Computation of Earnings Per Common Share Assuming Full Dilution Net Income $ 759 $ 574 ======= ======= Average Number of Shares of Common Stock Outstanding 6,050 5,937 Incremental Effect of Unexercised Stock Options 88 108 ------- ------- Average Number of Shares of Common Stock assuming Full Dilution 6,138 6,045 ======= ======= Earnings Per Common Share Assuming Full Dilution $ 0.12 $ 0.09 ======= ======= (a) This calculation is submitted in accordance with the Securities Exchange Act of 1934. Because the incremental effect of unexercised stock options results in dilution of less than 3%, the per share data presented in the consolidated statement of income excludes the impact of common stock equivalents.
E-1 Page 9 of 9 EX-27 3
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM 10-Q FOR THE QUARTER ENDED MARCH 31, 1995 FOR NATIONAL SANITARY SUPPLY COMPANY AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 0000793500 NATIONAL SANITARY SUPPLY CO 1,000
3-MOS DEC-31-1995 JAN-01-1995 MAR-31-1995 1,894 0 37,111 (1,459) 27,703 74,244 41,666 (19,838) 123,242 47,515 16,000 6,504 0 0 51,681 123,242 80,793 80,793 55,331 55,331 0 271 662 1,368 609 759 0 0 0 759 .13 .13
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