-----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, FDNxfRz3Mfn4S7CncY7Mn1kkWCYo2eSAPkamWVav0gcYTvxDsseZCpry2P1Sc3oj otbKYbxuvyqRNRqqpsBeWA== 0001018893-97-000027.txt : 19970815 0001018893-97-000027.hdr.sgml : 19970815 ACCESSION NUMBER: 0001018893-97-000027 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19970814 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: 97660680 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 FORM 10-QSB FOR THE 1ST QUARTER 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 June 30, 1997 ----------------------------------- 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 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 August 7, 1997 common shares outstanding were 5,375,363. ASTREX, INC. INDEX Page No. PART 1: ------- FINANCIAL STATEMENTS: Consolidated Balance Sheets June 30, 1997 (unaudited) and March 31, 1997 1 Consolidated Statements of Income (unaudited) Three months ended June 30, 1997 and 1996 2 Consolidated Statements of Cash Flows (unaudited) Three months ended June 30, 1997 and 1996 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
June 30, 1997 March 31, 1997 (Unaudited) ---------------- ---------------- (000) Omitted Current Assets: Cash $2 $2 Accounts receivable (net of allowance for doubtful accounts of $87 at June 30, 1997 and at March 31, 1997) 1,720 1,584 Merchandise inventories 2,972 3,313 Prepaid expenses and other current assets 124 67 ---------------- ---------------- Total current assets 4,818 4,966 Property, plant and equipment at cost (net of accumulated depreciation of $277 at June 30, 1997 and $249 at March 31, 1997) 823 841 ---------------- ---------------- TOTAL Assets $5,641 $5,807 ================ ================ Current Liabilities: Accounts payable 1,040 868 Accrued liabilities 368 483 Current portion of capital lease obligation 45 43 ---------------- ---------------- Total current liabilities 1,453 1,394 ---------------- ---------------- Capital lease obligation 114 125 Loans payable 891 1,226 ---------------- ---------------- 2,458 2,745 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 June 30, 1997 and at March 31, 1997 54 54 Additional paid-in capital 3,621 3,621 Accumulated deficit (472) (591) ---------------- ---------------- 3,203 3,084 Less: deferred compensation (20) (22) ---------------- ---------------- Total shareholders' equity 3,183 3,062 ---------------- ---------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $5,641 $5,807 ================ ================
See accompanying notes to unaudited consolidated financial statements. 1 ASTREX, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
THREE MONTHS ENDED JUNE 30, 1997 1996 ------------------------------ (000) Omitted Net sales $3,963 $3,759 Cost of sales 3,033 2,855 ------ ------ Gross profit 930 904 Selling, general and administrative expenses 766 772 ------ ------ Income from operations 164 132 Interest expense 38 49 ------ ------ Income before provision for income taxes 126 83 Provision for income taxes 8 8 ------ ------ NET INCOME $118 $75 ====== ====== Per share data for the three months ended June 30, 1997 and 1996 are as follows: Weighted average number of common shares outstanding 5,375,363 5,255,857 ========= ========= Net income per share $0.02 $0.01 ========= =========
See accompanying notes to unaudited consolidated financial statements. 2 ASTREX, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE THREE MONTHS ENDED JUNE 30, 1997 1996 ------------------------------------ (000) Omitted Cash Flows From Operating Activities: Net income $118 $75 ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES: Depreciation and amortization 28 14 Stock compensation 2 1 CHANGES IN ASSETS AND LIABILITIES: (Increase) decrease in accounts receivable, net (136) 204 Increase in prepaid expenses and other current assets (57) (68) Decrease in inventory 341 405 Increase (decrease) in accounts payable 172 (431) Decrease in accrued liabilities (115) (13) ------- ------ NET CASH PROVIDED BY OPERATING ACTIVITIES 353 187 ------- ------ Cash flows used in investing activities: Capital expenditures (9) (5) ------- ------ NET CASH USED IN INVESTING ACTIVITIES (9) (5) ------- ------ Cash flows from financing activities: Proceeds from issuance of common stock -- 47 Principal payments under capital lease obligations (9) -- Repayments of loans payable, net (335) (229) ------- ------ NET CASH USED IN FINANCING ACTIVITIES (344) (182) ------- ------ Net increase in cash for the three months ended June 30 0 0 Cash - beginning of period 2 2 ------- ------ Cash - end of period $2 $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 June 30, 1997. The results of operations and cash flows for the three month period ended June 30, 1997 and 1996 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 months ended June 30, 1997 and 1996 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 month periods ended June 30, 1997 and 1996 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. 4 ASTREX, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS RESULTS OF OPERATIONS Net income for the three months ended june 30, 1997 was approximately $118,000, an increase of 57% over the same quarter last fiscal year. This increase is principally the result of higher sales and lower expenses. Sales increased by approximately $204,000, or 5.4%, for the three months ended June 30, 1997, from the comparable three month period in 1996. This increase is the result of the Company's improved and restructured marketing efforts. Gross profit percentages decreased marginally to 23.5% from 24.0% for the three months ended June 30, 1997 from the comparable period in 1996. Despite ongoing price pressures, the Company was able to maintain essentially stable margins. Selling, general and administrative expenses decreased approximately $6,000, or 1%, for the three months ended June 30, 1997 from the comparable previous three month period in 1996, in spite of higher sales and commission expense. Interest expense decreased approximately $11,000 for three months ended June 30, 1997, from the previous comparable three month period in 1996. This decrease is due primarily to a lower loan balance. The interest rates for the two periods was 10.50%. As of July 9, 1997, the Company entered into a new lending agreement at a substantially lower interest rate. 5 ASTREX, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS LIQUIDITY AND CAPITAL RESOURCES The Company generated $353,000 in cash from its operating activities which was used to primarily paydown the outstanding loan payable balance. At June 30, 1997, the Company had working capital of $3,365,000 and its stockholders' equity was $3,183,000. The Company believes that its present working capital, cash generated from operations and amounts available under the new loan agreement will be sufficient to meet its cash needs during the next year. The Company's principal credit facility is a line of credit ("Line") measured by its inventory and receivables and secured by substantially all of the Company's assets including a negative pledge of (i.e. that the Company will not otherwise mortgage to any other person) its Plainview office/warehouse facility. On June 30, 1997 the Company owed approximately $891,000 on the Line. On July 9, 1997, the Company changed its secured lender. The terms of the new secured lending arrangement (expiring in July 1999) are substantially the same as the previous arrangement except that (i) the lender is a commercial bank, and (ii) the interest rate is appreciably lower. The Company's relationship with its new and previous secured lenders is and was satisfactory. The change in secured lenders was voluntarily made by the Company in order to obtain a lower interest rate. The Company believes that the new secured lending arrangement will be adequate for the foreseeable future. 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) of Astrex, Inc. to the Form 10-K (a Delaware corporation) of the Company for year ended March 31, 1993 3 (b) By-Laws of Astrex, Inc., as amended Filed as Exhibit 3 (b) to the Form 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: August 11, 1997 By: s/ Michael McGuire ---------------- ------------------ Michael McGuire Director, President and Chief Executive Officer By: s/ Irene S. Lyons ----------------- Irene S. Lyons Chief Financial Officer, Vice President, Treasurer and Secretary 7 EX-27 2 WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
5 This schedule contains summary financial information extracted from the Consolidated Financial Statements at June 30, 1997 (unaudited) and is qualified in its entirety by reference to such financial statements. 1,000 U.S. DOLLARS 3-MOS MAR-31-1998 JUN-30-1997 2 0 1807 (87) 2972 4818 1100 (277) 5641 1453 0 0 0 54 3129 5641 3963 3963 3033 3033 766 0 38 126 8 118 0 0 0 118 0 0
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