-----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, QY2aZ4GbKKVi/qYrPk3qUtKhJynoDn6gBKFW3WWzPu5W67LYK3ATBv/HVLAZf6Lz KYUNF6CiJKBm76FKuyyEYA== 0001018893-97-000002.txt : 19970222 0001018893-97-000002.hdr.sgml : 19970222 ACCESSION NUMBER: 0001018893-97-000002 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970214 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ASTREX INC CENTRAL INDEX KEY: 0000008038 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-ELECTRONIC PARTS & EQUIPMENT, NEC [5065] IRS NUMBER: 131930803 STATE OF INCORPORATION: NY FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 001-04530 FILM NUMBER: 97533093 BUSINESS ADDRESS: STREET 1: 205 EXPRESS ST CITY: PLAINVIEW STATE: NY ZIP: 11803 BUSINESS PHONE: 5164331700 MAIL ADDRESS: STREET 1: 205 EXPRESS STREET CITY: PLAINVIEW STATE: NY ZIP: 11803 10QSB 1 3RD QUARTER FORM 10-QSB U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB (Mark One) [ 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 1-4530 ------ ASTREX, INC. (Exact name of small business issuer as specified in its charter) DELAWARE 13-1930803 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 205 EXPRESS STREET, PLAINVIEW, NEW YORK 11803 (Address of principal executive offices) (516) 433-1700 (Issuer's telephone number, including area code) - -------------------------------------------------------------------------------- (Former name,former address and former fiscal year, if changed since last report) Check whether the issuer (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 Checkmark whether the registrant has filed all documents and reports required to be filed by Section 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 X No APPLICABLE ONLY TO CORPORATE ISSUERS State the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date. As of February 10, 1997, common shares outstanding were 5,375,363. ASTREX, INC. INDEX PAGE NO. PART I: FINANCIAL STATEMENTS: CONSOLIDATED BALANCE SHEETS DECEMBER 31, 1996 (UNAUDITED) AND MARCH 31, 1996 . . . . . . 1 CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) NINE MONTHS AND THREE MONTHS ENDED DECEMBER 31, 1996 AND 1995 . . . . . . . . . . . . . . . . 2 CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) NINE MONTHS ENDED DECEMBER 31, 1996 AND 1995 . . . . . . . . 3 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) . . . 4 MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS . . . . . 5-6 PART II: OTHER INFORMATION AND SIGNATURES . . . . . . . . . . . . . . . . . . . 7
PART I - FINANCIAL INFORMATION ASTREX, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 1996 MARCH 31, 1996 (UNAUDITED) ------------------- ------------------ (000) OMITTED CURRENT ASSETS: CASH $3 $2 ACCOUNTS RECEIVABLE (NET OF ALLOWANCE FOR DOUBTFUL ACCOUNTS OF $86 AT DECEMBER 31, 1996 AND $87 AT MARCH 31, 1996) 1,402 1,765 MERCHANDISE INVENTORIES 3,357 3,934 PREPAID EXPENSES AND OTHER CURRENT ASSETS 77 21 -- -- TOTAL CURRENT ASSETS 4,839 5,722 PROPERTY, PLANT AND EQUIPMENT AT COST (NET OF ACCUMULATED DEPRECIATION OF $232 AT DECEMBER 31, 1996 AND $185 AT MARCH 31, 1996) 689 692 --- --- TOTAL ASSETS $5,528 $6,414 ====== ====== CURRENT LIABILITIES: LOANS PAYABLE $1,276 $1,782 ACCOUNTS PAYABLE 875 1,650 ACCRUED LIABILITIES 419 280 --- --- TOTAL CURRENT LIABILITIES 2,570 3,712 ----- ----- SHAREHOLDERS' EQUITY: PREFERRED STOCK, SERIES A - ISSUED, NONE - - PREFERRED STOCK, SERIES B - ISSUED, NONE - - COMMON STOCK - PAR VALUE $.01 PER SHARE; AUTHORIZED, 15,000,000 SHARES; ISSUED, 5,375,363 AT DECEMBER 31, 1996 AND 5,090,363 AT MARCH 31, 1996 54 51 ADDITIONAL PAID-IN CAPITAL 3,604 3,548 ACCUMULATED DEFICIT (690) (897) ---- ---- 2,968 2,702 LESS: DEFERRED COMPENSATION (10) - --- --- TOTAL SHAREHOLDERS' EQUITY 2,958 2,702 ----- ----- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $5,528 $6,414 ====== ======
SEE ACCOMPANYING NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS. 1
ASTREX, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) NINE MONTHS ENDED THREE MONTHS ENDED DECEMBER 31, DECEMBER 31, 1996 1995 1996 1995 --------------------------- ---------------------------- (000) OMITTED (000) OMITTED Net sales $10,977 $9,786 $3,483 $3,308 Cost of sales 8,300 7,366 2,625 2,482 ----- ----- ----- ----- Gross profit 2,677 2,420 858 826 Selling, general and administrative expenses 2,302 2,016 765 690 ----- ----- --- --- Income from operations 375 404 93 136 Interest expense 137 176 43 59 --- --- -- -- Income before provision for income taxes 238 228 50 77 Provision for income taxes 31 11 14 8 -- -- -- - Net income $207 $217 $36 $69 ==== ==== === === Per share data for the nine months and three months ended december 31, 1996 and 1995 are as follows: Weighted average number of common shares outstanding 5,334,781 4,912,585 5,375,363 5,090,363 ========= ========= ========= ========= Net income per share $0.04 $0.04 $0.01 $0.01 ===== ===== ===== =====
SEE ACCOMPANYING NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS. 2
ASTREX, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE NINE MONTHS ENDED DECEMBER 31, 1996 1995 -------------------------------------- (000) OMITTED Cash Flows From Operating Activities: Net income $207 $217 ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES: Depreciation and amortization 46 42 Stock award compensation expense 3 12 CHANGES IN OPERATING ASSETS AND LIABILITIES: Decrease in accounts receivable 363 11 (Increase) decrease in prepaid expenses and other current assets (56) 46 Decrease in merchandise inventories 577 43 Decrease in accounts payable (775) (341) Increase (decrease) in accrued liabilities 139 (75) --- --- NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 504 (45) --- --- Cash flows used in investing activities: Purchases of fixed assets (44) (24) --- --- NET CASH USED IN INVESTING ACTIVITIES (44) (24) --- --- Cash flows from financing activities: Proceeds from issuance of common stock 47 - (Repayments of) proceeds from loans payable, net (506) 68 ---- -- NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES (459) 68 ---- -- Net increase (decrease) in cash for the nine months ended December 31 1 (1) Cash - beginning of period 2 3 Cash - end of period $3 $2 == ==
See accompanying notes to unaudited consolidated financial statements. 3 ASTREX, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS UNAUDITED FINANCIAL STATEMENTS - ------------------------------ In the opinion of the Company, the accompanying unaudited consolidated financial statements contain all adjustments (consisting only of normal recurring accruals) necessary to present fairly its financial position as of December 31, 1996. The results of operations and cash flows for the nine month period ended December 31, 1996 and 1995 are not necessarily indicative of the results to be expected for the full year. In the opinion of management, the information in this interim report for the three and nine months ended December 31, 1996 and 1995 presents fairly the Company's financial position consistent with the Company's accounting practices and principles used in interim reports. Accordingly, certain items included in these statements are based upon best estimates, particularly cost of goods sold. For the three and nine month periods ended December 31, 1996 and 1995 these costs have principally been determined by utilizing perpetual inventory records. The calculation of the actual cost of goods sold amount is predicated upon a physical inventory taken only at the end of each fiscal year. These financial statements, which are unaudited (except for the Consolidated Balance Sheet as of March 31, 1996 which is audited), are based on certain estimates and are subject to year end audit adjustments. 4 ASTREX, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS RESULTS OF OPERATIONS REVENUES Sales increased by approximately $1,191,000, or 12.2%, for the nine months and approximately $175,000, or 5.3%, for the three months ended December 31, 1996, from the comparable nine and three month periods in 1995, respectively. This increase is the result of the Company's improved and restructured marketing efforts as well as stronger military sales. GROSS PROFIT The gross profit percentages decreased marginally to 24.4% from 24.7% for the nine months, and to 24.6% from 25.0% for the three months ended December 31, 1996 and 1995, respectively. Despite ongoing price pressures, the Company was able to maintain essentially stable margins. SELLING, GENERAL & ADMINISTRATIVE Selling, general and administrative expenses increased approximately $286,000, or 14.2%, for the nine months and approximately $75,000, or 10.9%, for the three months ended December 31, 1996 from the comparable previous nine and three month periods in 1995. This increase is primarily due to the increase in salaries, commissions and other costs needed to generate and support the higher sales volume. INTEREST EXPENSE Interest expense decreased approximately $39,000 for the nine months, and approximately $16,000 for the three months, ended December 31, 1996, from the previous comparable nine and three month periods in 1995. This decrease is due primarily to a lower loan balance and a reduction in the interest rate to approximately 10.4% from approximately 12.4% for the nine months and to approximately 10.3% from approximately 12.3% for the three months ended December 31, 1996 and 1995, respectively. 5 ASTREX, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS LIQUIDITY AND CAPITAL RESOURCES The Company generated $504,000 in cash from its operating activities, and $47,000 in proceeds from the issuance of restricted common stock to employees (pursuant to approval by the Board of Directors). The Company used this cash primarily to partially paydown the outstanding loan payable balance. The Company's loan agreement, collateralized by substantially all of the Company's assets, provides for a line of credit based on the amount of the Company's inventory and accounts receivable, but which cannot exceed $2,500,000. The term of the loan presently expires on July 31, 1997 at which time the Company anticipates, but cannot assure, that it will be renewed or replaced. The Company's relations with its secured lender are satisfactory. The Company believes that its current cash position as well as its available credit facility are adequate for the foreseeable future. The amount outstanding under this loan was approximately $1,276,000 at December 31, 1996 and $1,782,000 at March 31, 1996. The Company entered into a capital lease for a new computer hardware and software system for approximately $160,000. The lease is effective January 1, 1997 and will be repaid over a term of 4 years. The Company has no other plans for major comittments for capital expenditures. 6 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (A) Exhibits -------- Previously Filed and Incorporated Exhibit Description by reference or Filed Herewith - ------- ----------- ------------------------------ 3 (a) Certificate of Incorporation Filed as Exhibit 3 (a) to the Form of Astrex, Inc.(a Delaware 10-K of the Company for year ended corporation) March 31, 1993 3 (b) By-Laws of Astrex, Inc., Filed as Exhibit 3 (b) to the Form as amended 10-QSB of the Company for the quarter ended September 30, 1996 27 Financial Data Schedule Filed herewith (B) Reports on Form 8-K: None SIGNATURES In accordance with the requirements of Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ASTREX, INC. Date: February 11, 1997 By: s/ Michael McGuire ----------------- ---------------------- Michael McGuire President Chief Executive Officer By: s/ Irene S. Marcic ---------------------- Irene S. Marcic Chief Financial Officer, Vice President, Treasurer and Secretary 7 EX-27 2 FDS
5 This schedule contains summary financial information extracted from the Consolidated Financial Statements at December 31, 1996 (unaudited) and is qualified in its entirety by reference to such financial statements. 1000 9-mos MAR-31-1997 DEC-31-1996 3 0 1488 (86) 3357 4839 921 (232) 5528 2570 0 0 0 54 2904 5528 10977 10977 8300 8300 2302 0 137 238 31 207 0 0 0 207 0 0
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