-----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, UTjX8x4GEtq6QFrGzXiV7DaD+GE5pjKTB6T4ONiHoJAJc9mmxkyh8ECcvvZEjAun gQf9xRy/oSktGEu+sTLGZA== 0000927016-96-001103.txt : 19960916 0000927016-96-001103.hdr.sgml : 19960916 ACCESSION NUMBER: 0000927016-96-001103 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960803 FILED AS OF DATE: 19960913 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ASTRO MED INC /NEW/ CENTRAL INDEX KEY: 0000008146 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 050318215 STATE OF INCORPORATION: RI FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-13200 FILM NUMBER: 96629620 BUSINESS ADDRESS: STREET 1: 600 E GREENWICH AVE CITY: WEST WARWICK STATE: RI ZIP: 02893 BUSINESS PHONE: 4018284000 MAIL ADDRESS: STREET 1: 600 E GREENWICH AVENUE CITY: WEST WARWICK STATE: RI ZIP: 02893 FORMER COMPANY: FORMER CONFORMED NAME: ATLAN TOL INDUSTRIES INC DATE OF NAME CHANGE: 19850220 10-Q 1 QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 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 August 3, 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 0-13200 ---------------------------------------------------------- Astro-Med, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Rhode Island 05-0318215 - -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 600 East Greenwich Avenue, West Warwick, Rhode Island 02893 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (401) 828-4000 - -------------------------------------------------------------------------------- (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. Common Stock, $.05 Par Value - 4,964,178 shares (excluding treasury shares) as of August 26, 1996 -1- ASTRO-MED, INC. INDEX Page No. -------- Part I. Financial Information: Consolidated Balance Sheets - January 31, 1996 and August 3, 1996....................... 3 Consolidated Statements of Income - Three Months Ended July 29, 1995 and August 3, 1996....... 4 Consolidated Statements of Income Six Months Ended July 29, 1995 and August 3, 1996......... 5 Consolidated Statements of Cash Flows - Six Months Ended July 29, 1995 and August 3, 1996......... 6 Notes to Consolidated Financial Statements - August 3, 1996............................................ 7 Management's Discussion and Analysis of Financial Condition and Results of Operations....................... 8,9 Part II. Other Information................................... 10,11 Item 4. Submission of Matters to a Vote of Security Holders Item 6. Exhibits and Reports on Form 8-K -2- Part I. FINANCIAL INFORMATION ASTRO-MED, INC. CONSOLIDATED BALANCE SHEETS
January 31, August 3, ASSETS 1996 1996 ------------ ------------ (Unaudited) CURRENT ASSETS Cash and Cash Equivalents.................. $ 2,033,713 $ 5,202,209 Securities Available for Sale.............. 6,659,828 6,806,141 Accounts Receivable, Net................... 8,318,005 7,511,152 Inventories................................ 12,533,553 11,674,043 Prepaid Expenses and Other Current Assets.. 1,424,757 1,652,147 ----------- ----------- Total Current Assets..................... 30,969,856 32,845,692 PROPERTY, PLANT AND EQUIPMENT 17,063,855 16,972,821 Less Accumulated Depreciation.............. (8,350,722) (8,896,835) ----------- ----------- 8,713,133 8,075,986 ----------- ----------- OTHER ASSETS Excess of Cost Over Net Assets Acquired.... 1,012,693 994,534 Other...................................... 1,607,049 543,072 ----------- ----------- 2,619,742 1,537,606 ----------- ----------- $42,302,731 $42,459,284 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts Payable........................... $ 2,136,825 $ 1,699,931 Accrued Compensation....................... 1,200,082 929,341 Accrued Expenses........................... 730,345 1,232,150 Income Taxes............................... 432,540 728,308 Current Maturities of Long-Term Debt....... 50,000 50,000 ----------- ----------- Total Current Liabilities................ 4,549,792 4,639,730 LONG-TERM DEBT, Less Current Maturities..... 175,000 125,000 EXCESS OF NET ASSETS ACQUIRED OVER COST..... 761,879 653,039 DEFERRED INCOME TAXES....................... 834,754 834,754 STOCKHOLDERS' EQUITY Preferred Stock, $10 Par Value, Authorized 100,000 Shares, None Issued.... Common Stock, $.05 Par Value, Authorized 13,000,000 Shares, Issued 5,123,310 and 5,132,249 Shares, Respectively........ 256,166 256,613 Additional Paid-In Capital................. 5,554,100 5,596,790 Retained Earnings.......................... 31,079,623 31,825,143 Treasury Stock, at Cost (103,066 Shares and 153,071 Shares, Respectively)......... (902,169) (1,331,736) Cumulative Translation Adjustment.......... (38,368) (119,757) Net Unrealized Gain (Loss) on Securities Available for Sale........................ 31,954 (20,292) ----------- ----------- 35,981,306 36,206,761 ----------- ----------- $42,302,731 $42,459,284 =========== ===========
-3- ASTRO-MED, INC. UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
Three Months Ended ------------------ July 29, August 3, 1995 1996 ----------- --------- Net Sales...................................... $10,787,593 $11,178,773 Cost of Sales.................................. 6,174,010 6,775,828 ---------- ----------- Gross Profit................................... 4,613,583 4,402,945 Costs and Expenses: Selling, General and Administrative.......... 3,444,216 3,131,111 Research and Development..................... 602,762 597,592 ---------- ----------- 4,046,978 3,728,703 ---------- ----------- Operating Income............................... 566,605 674,242 Other Income (Expense): Investment Income............................ 75,944 151,669 Interest Expense............................. (11,188) (3,958) Other, Net................................... 55,522 17,515 ---------- ----------- 120,278 165,226 ---------- ----------- Income before Income Taxes..................... 686,883 839,468 Provision for Income Taxes..................... 161,000 253,000 ---------- ----------- Net Income..................................... $ 525,883 $ 586,468 ========== =========== Earnings Per Common Share...................... $.10 $.12 ========== =========== Weighted Average Number of Common and Common Equivalent Shares Outstanding................ 5,098,020 5,031,192 ========== =========== Dividends Declared Per Common Share............ $.03 $.03 ========== ===========
-4- ASTRO-MED, INC. UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
Six Months Ended ------------------------- July 29, August 3, 1995 1996 ----------- ------------ Net Sales.................................... $21,742,889 $21,668,594 Cost of Sales................................ 12,886,280 13,307,354 ----------- ----------- Gross Profit................................. 8,856,609 8,361,240 Costs and Expenses: Selling, General and Administrative........ 6,880,573 6,482,377 Research and Development................... 1,220,102 1,203,507 --------- ----------- 8,100,675 7,685,884 --------- ----------- Operating Income............................. 755,934 675,356 Other Income (Expense): Investment Income.......................... 175,168 670,708 Interest Expense........................... (17,276) (7,913) Other, Net................................. 237,110 35,433 -------- ----------- 395,002 698,228 -------- ----------- Income before Income Taxes................... 1,150,936 1,373,584 Provision for Income Taxes................... 283,000 344,000 ---------- ----------- Net Income................................... $ 867,936 $ 1,029,584 ========== =========== Earnings Per Common Share.................... $.17 $ .20 ========== =========== Weighted Average Number of Common and Common Equivalent Shares Outstanding.............. 5,100,921 5,034,633 ========== =========== Dividends Declared Per Common Share.......... $.06 $.06 ========== ===========
-5- ASTRO-MED, INC. UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended July 29, August 3, 1995 1996 ----------- ----------- Cash Flows from Operating Activities: Net Income...................................... $ 867,936 $1,029,584 Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: Depreciation and Amortization............... 757,996 455,432 Gain on Sale of Investment.................. (416,090) Deferred Income Taxes....................... 19,310 Other....................................... (5,423) Changes in Assets and Liabilities: Decrease in Accounts Receivable........... 299,529 806,853 (Increase) decrease in Inventories........ (1,209,527) 859,510 [Decrease(increase)in] Other.............. 357,180 (352,201) (Decrease) increase in Accounts Payable and Accrued Expenses.............. (1,138,306) (205,830) (Decrease) increase in Accrued Income Taxes.............................. (17,103) 295,768 ---------- ---------- Total Adjustments....................... (936,344) 1,443,442 Net Cash Provided by Operating Activities........................ (68,408) 2,473,026 Cash Flows from Investing Activities: Proceeds from Sales of Securities Available for Sale............................ 3,325,128 1,487,684 Purchases of Securities Available for Sale...................................... (2,759,908) (146,313) Proceeds from Sale of Building.................. 515,935 Additions to Property, Plant and Equipment...... (765,688) (425,966) ---------- ---------- Net Cash Provided by Investing Activities........................ (200,468) 1,431,340 Cash Flows from Financing Activities: Payments of Long-Term Debt...................... (25,000) (50,000) Short-Term Borrowing from Bank.................. 500,000 Proceeds from Common Shares Issued Under Employee Benefit Plans.................. 74,912 43,137 Purchases of Treasury Stock..................... (176,254) (429,567) Dividends Paid.................................. (302,096) (299,440) ---------- ---------- Net Cash (Used) by Financing Activities....... 71,562 (735,870) Net Increase/(Decrease) in Cash and Cash Equivalents..................................... (197,314) 3,168,496 Cash and Cash Equivalents, Beginning of Period.... 1,107,191 2,033,713 ---------- ---------- Cash and Cash Equivalents, End of Period.......... $ 909,877 $5,202,209 ========== ========== Supplemental Disclosures of Cash Flow Information: Cash Paid During the Period for: Interest.................................... $ 48,179 $ 24,410 Income Taxes................................ $ 254,407 $ 48,714
-6- ASTRO-MED, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS August 3, 1996 Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) The accompanying financial statements have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission, and reflect all adjustments which, in the opinion of management, are necessary for a fair statement of the results of the interim periods presented. All accounting policies have been applied in a manner consistent with prior periods. These financial statements do not include all disclosures associated with annual financial statements and, accordingly, should be read in conjunction with footnotes contained in the Company's annual report on Form 10-K for the year ended January 31, 1996. (b) Earnings per common share are computed based on the weighted average number of common shares and common share equivalents outstanding during each period. Common share equivalents include the dilutive effect of certain stock options under the treasury stock method. Fully diluted earnings per share have not been separately presented since they would not be materially different. Note 2 - INVENTORIES Inventories are stated at the lower of cost (first-in, first-out) or market and include material, labor and manufacturing overhead. The components of inventories were as follows:
January 31, August 3, 1996 1996 ----------- ----------- Materials and Supplies.. $ 6,460,730 $ 7,672,000 Work-In-Process......... 1,381,220 967,043 Finished Goods.......... 4,691,603 3,035,000 ----------- ----------- $12,533,553 $11,674,043 =========== ===========
-7- ASTRO-MED, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations: - --------------------- Second quarter Net Sales increased 4% over the same period of the prior year. For the first six months, this year's Net Sales are virtually flat with last year. All product groups achieved sales growth in the second quarter, including the traditional Astro-Med recorder and data acquisition products, media products, and the Company's Grass Instruments Division. New product offerings from the printer line, including Sundance, as well as the new data acquisition product, Astro-DAQ, contributed to the increase. The Company's expansion into international markets continued during the second quarter. International markets now represent 28% of the Company's Net Sales. Consolidated Gross Profits were 39% in the second quarter, producing a yield which was lower than the 43% in Gross Profits of a year ago. Product mix was the primary reason for this year's lower yield. For the first two quarters, the Company's Gross Profits stand at 39% as compared to last year's 41%. The Company expects increased demand for its core products and the effect of the new product offerings to drive higher gross profit margins. Operating expenses were 8% lower than last year's second quarter level. After six months operating expenses are 5% lower than last year. The Company continues to control and reduce selling and administration expenses while insuring strategic growth requirements such as R & D and marketing commitments are funded. During the second quarter the Company reported other income of $165,000. The result, an improvement over last year's net of $120,000, was attributable to increases in interest income. For the first six months other income, net is $303,000 higher than the prior year totals, due to gains realized this year from the sale of investment securities as well as additional interest income earned on the Company's portfolio of short term securities. Financial Condition: - -------------------- The Company's cash flow increased by $380,000 during the second quarter, with the prime source being operations and specifically inventory reductions. Cash was consumed in the quarter on capital expenditures, payment of the quarterly dividend, and increasing the investment in accounts receivable. The working capital balance rose slightly during the second quarter to $28,200,000, while the Company maintained a 7:1 current ratio. The Company's cash balances increased $3,168,000 during the first six months of this fiscal year. The increase was drawn from operating activities, $2,473,000, specifically net income and accounts receivable and inventory reductions; as well as investing activities, $1,431,000, being proceeds from the sale of securities and real estate. -8- Long Term Debt consists of the balance due on an industrial development revenue bond which was used to finance facilities construction and acquisition of machinery and equipment. In the second quarter the Company increased its treasury stock level by purchasing 8000 shares of the Company's common stock. The balance sheet is well positioned to fund the Company's growth plans. At present no additional long term financing is planned. -9- PART II. OTHER INFORMATION Item 4 - Submission of Matters to a Vote of Security Holders On May 21, 1996, the Company held its Annual Meeting of Shareholders. Albert W. Ondis, Everett V. Pizzuti, Jacques V. Hopkins, Hermann Viets and Neil K. Robertson were elected to be the Directors of the Company. Set forth below are the results of each matter voted upon at the Annual Meeting:
1. Election of Directors: For Withheld --- -------- (a) Albert W. Ondis 4,489,794 6,651 (b) Everett V. Pizzuti 4,491,144 5,301 (c) Jacques V. Hopkins 4,490,694 5,751 (d) Hermann Viets 4,491,144 5,301 (e) Neil K. Robertson 4,490,469 5,976
2. Approval of the Non-Employee Stock Option Plan: For Against Abstentions --- ------- ----------- 4,233,249 144,214 116,079 Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: None. (b) Reports on Form 8-K: No reports on Form 8-K have been filed during the quarter for which this report is filed. 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. ASTRO-MED, INC. (Registrant) Date: September 3, 1996 By /s/ A. W. Ondis --------------------------------- A. W. Ondis, Chairman (Principal Executive Officer) Date: September 3, 1996 By /s/ Joseph P. O'Connell --------------------------------- Joseph P. O'Connell, Vice President and Treasurer (Principal Financial Officer) -10- SAFE HARBOR STATEMENT Statements which are not historical facts including statements about our expectations on new and existing products and opportunities, market growth, demand and acceptance of new and existing products are forward looking statements that involve risks and uncertainties. Those uncertainties include but are not limited to product demand and market acceptance risks; the impact of competitive products and pricing; delays or difficulties in developing, producing, testing and selling new products and technologies; capacity and supply constraints or difficulties; trade, legal, social and economic risks such as licensing, and trade restrictions, including those affecting international trade; and other risk factors listed from time to time in the Company's SEC reports including but not limited to the report on Form 10-Q for the quarter ended August 3, 1996. -11- EX-27 2 FINANCIAL DATA SCHEDULE
5 3-MOS JAN-31-1997 MAY-05-1996 AUG-03-1996 5,202,209 6,806,141 7,511,152 0 11,674,043 32,845,692 16,972,821 8,896,835 42,459,284 4,639,730 125,000 0 0 256,613 35,950,148 42,459,284 11,178,773 11,178,773 6,775,828 6,775,828 3,728,703 0 8,062 839,468 253,000 586,468 0 0 0 586,468 .12 .12
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