-----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, DuLPDQUwKNHDGXAnxRJsIkjov4OMNa9MUTMUuoI7MoZjjMF7dcE8bBNXUUwrgH5x 5cPo94CSuJyg67fpiZolHg== 0000842633-96-000005.txt : 19960513 0000842633-96-000005.hdr.sgml : 19960513 ACCESSION NUMBER: 0000842633-96-000005 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960510 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRIMAS CORP CENTRAL INDEX KEY: 0000842633 STANDARD INDUSTRIAL CLASSIFICATION: BOLTS, NUTS, SCREWS, RIVETS & WASHERS [3452] IRS NUMBER: 382687639 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-10716 FILM NUMBER: 96559121 BUSINESS ADDRESS: STREET 1: 315 E EISENHOWER PKWY CITY: ANN ARBOR STATE: MI ZIP: 48108 BUSINESS PHONE: 3137477025 MAIL ADDRESS: STREET 1: 315 E EISENHOWER PKWY CITY: ANN ARBOR STATE: MI ZIP: 48108 10-Q 1 TRIMAS CORPORATION 1ST QUARTER 10-Q FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 1996 Commission file number 1-10716 TRIMAS CORPORATION (Exact name of registrant as specified in its charter) Delaware 38-2687639 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 315 East Eisenhower Parkway, Ann Arbor, Michigan 48108 (Address of principal executive offices) (Zip Code) (313) 747-7025 (Telephone number) 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. Shares Outstanding at Class April 30, 1996 Common Stock, $.01 Par Value 36,662,980 TRIMAS CORPORATION INDEX Page No. Part I. Financial Information Item 1. Financial Statements Consolidated Condensed Balance Sheets - March 31, 1996 and December 31, 1995 1 Consolidated Condensed Statements of Income for the Three Months Ended March 31, 1996 and 1995 2 Consolidated Condensed Statements of Cash Flows for the Three Months Ended March 31, 1996 and 1995 3 Notes to Consolidated Condensed Financial Statements 4 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 5 Part II. Other Information and Signature 8 PART I. FINANCIAL INFORMATION Item 1. Financial Statements TRIMAS CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS March 31, December 31, 1996 1995 (Unaudited) Assets Current assets: Cash and cash equivalents $ 79,160,000 $ 92,390,000 Receivables 96,050,000 71,200,000 Inventories 91,990,000 85,490,000 Other current assets 2,690,000 2,510,000 Total current assets 269,890,000 251,590,000 Property and equipment 175,320,000 173,700,000 Excess of cost over net assets of acquired companies 143,800,000 144,860,000 Other assets 44,810,000 46,210,000 Total assets $633,820,000 $616,360,000 Liabilities and Shareholders' Equity Current liabilities: Accounts payable $ 26,840,000 $ 24,390,000 Other current liabilities 32,260,000 29,740,000 Total current liabilities 59,100,000 54,130,000 Deferred income taxes and other 36,790,000 36,360,000 Long-term debt 187,040,000 187,200,000 Total liabilities 282,930,000 277,690,000 Shareholders' equity: Common stock, $.01 par value, authorized 100 million shares, outstanding 36.6 million shares 370,000 370,000 Paid-in capital 155,220,000 155,430,000 Retained earnings 197,670,000 185,370,000 Cumulative translation adjustments (2,370,000) (2,500,000) Total shareholders' equity 350,890,000 338,670,000 Total liabilities and shareholders' equity $633,820,000 $616,360,000 The accompanying notes are an integral part of the consolidated financial statements. 1 TRIMAS CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (UNAUDITED) Three Months Ended March 31, 1996 1995 Net sales $147,700,000 $147,600,000 Cost of sales (100,240,000) (100,000,000) Selling, general and administrative expenses (22,990,000) (23,130,000) Operating profit 24,470,000 24,470,000 Interest expense (2,690,000) (3,740,000) Other, net (principally interest income) 1,390,000 1,480,000 (1,300,000) (2,260,000) Income before income taxes 23,170,000 22,210,000 Income taxes 9,040,000 8,770,000 Net income $ 14,130,000 $ 13,440,000 Earnings per common share: Primary $.38 $.36 Fully diluted $.36 $.34 Dividends declared per common share $.05 $.04 Weighted average number of common and common equivalent shares outstanding: Primary 36,966,000 36,996,000 Fully diluted 42,067,000 42,090,000 The accompanying notes are an integral part of the consolidated condensed financial statements. 2 TRIMAS CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) Three Months Ended March 31, 1996 1995 CASH FROM (USED FOR): OPERATIONS: Net income $14,130,000 $13,440,000 Adjustments to reconcile net income to net cash from operations: Depreciation and amortization 5,740,000 5,410,000 Deferred income taxes 1,100,000 700,000 (Increase) decrease in receivables (24,300,000) (24,520,000) (Increase) decrease in inventories (6,500,000) (1,110,000) Increase (decrease) in accounts payable and other current liabilities 5,060,000 7,490,000 Other, net (360,000) 20,000 Net cash from (used for) operations (5,130,000) 1,430,000 INVESTMENTS: Capital expenditures (6,070,000) (4,650,000) Net cash from (used for) investments (6,070,000) (4,650,000) FINANCING: Retirement of long-term debt (200,000) (230,000) Common stock dividends paid (1,830,000) (1,470,000) Net cash from (used for) financing (2,030,000) (1,700,000) CASH AND CASH EQUIVALENTS: Increase (decrease) for the period (13,230,000) (4,920,000) At beginning of period 92,390,000 107,670,000 At end of period $79,160,000 $102,750,000 The accompanying notes are an integral part of the consolidated condensed financial statements. 3 TRIMAS CORPORATION AND SUBSIDIARIES Notes to Consolidated Condensed Financial Statements A. Basis of Presentation The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included, and such adjustments are of a normal recurring nature. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by generally accepted accounting principles. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's annual report on Form 10-K for the year ended December 31, 1995. Certain amounts in the 1995 financial statements have been reclassified to conform with the current presentation. B. Inventories by component are as follows: March 31, December 31, 1996 1995 Finished goods $49,040,000 $47,490,000 Work in process 14,580,000 14,200,000 Raw material 28,370,000 23,800,000 $91,990,000 $85,490,000 C. Property and equipment reflects accumulated depreciation of $120.8 million and $116.8 million as of March 31, 1996 and December 31, 1995, respectively. 4 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations Consolidated net sales during the first quarter of 1996 were a record $147.7 million. The Company's Towing Systems, Specialty Container Products and Corporate Companies segments all recorded increased sales compared to the prior year's first quarter, while sales by the Specialty Fasteners segment declined. Consolidated net sales equaled $147.6 million in the first quarter of 1995. First quarter sales by the Towing Systems segment increased to $49.2 million, compared to $48.2 million in the first quarter of 1995. Increased sales to both domestic independent hitch installers and towing products customers in Australia were partially offset by lower sales to the domestic marine aftermarket. Continuing penetration of the specialty automotive retail market and ongoing new product introductions also aided first quarter sales performance. Abnormally severe weather conditions during the quarter, especially in the mid-Atlantic and northeastern United States, as well as unseasonably cold temperatures in other parts of the country, negatively affected segment sales performance. First quarter 1996 sales for the Specialty Fasteners segment were $36.0 million, compared to $39.0 million during the same quarter in 1995. Segment sales were negatively impacted by lower sales to heavy-duty truck markets, decreased demand for specialized metallurgical services from automotive component customers and continued but moderating inventory readjustments in distribution markets. During the quarter sales of specialty aerospace fasteners increased as a result of improving conditions in aerospace markets. First quarter 1996 sales by the Specialty Container Products segment increased modestly to $42.8 million compared to the prior year's first quarter results of $42.7 million. Moderately increased sales of gasket products to 5 industrial processing industries were offset by reduced sales to the industrial container closure and compressed gas distributor markets. The Corporate Companies segment first quarter sales of $19.7 million increased 10.9 percent over last year's first quarter sales of $17.7 million, primarily reflecting increased sales of insulation related products used in commercial and industrial construction and maintenance markets, and continued strength in markets for precision tools. The Company's consolidated gross margin percentage for the first quarter 1996 was 32.1 percent compared to 32.2 percent during last year's first quarter. The Company's consolidated operating profit for the first quarter 1996 was $24.5 million and equaled the operating profit for the first quarter of 1995. Consolidated operating profit margin equaled 16.6 percent in both the current quarter and the comparable period in 1995. Interest expense decreased in the 1996 first quarter primarily because of the $51.5 million reduction of long-term debt in 1995, and because of lower prevailing interest rates. Lower interest rates and lower average cash and cash equivalent balances resulted in less interest income, the major component of other income, in the 1996 period. Net income of $14.1 million resulted in primary earnings per common share of $.38, compared to first quarter 1995 primary earnings per common share of $.36, both based on 37.0 million shares outstanding. Fully diluted earnings per common share were $.36 compared to $.34 in the first quarter of 1995, both based on 42.1 million shares outstanding. Liquidity, Working Capital and Cash Flows The Company's financial strategies include maintaining a relatively high level of liquidity. Historically, TriMas Corporation on an annual basis has 6 generated sufficient cash flows from operating activities to fund capital expenditures, debt service and dividends while maintaining its strategic level of liquidity. At March 31, 1996 the current ratio was 4.6 to 1 and working capital equaled $210.8 million, including $79.2 million of cash and cash equivalents. The Company had available credit of $278.0 million under its revolving credit facility at March 31, 1996. Cash and cash equivalents decreased $13.2 million and $4.9 million during the first quarters of 1996 and 1995, respectively. The Company's operating activities used $5.1 million during the first quarter 1996, compared to providing $1.4 million during the same quarter of 1995, due in part to increased inventory levels at certain operating units. Higher inventory levels resulted from competitive buying opportunities and, in one situation, a planned build in raw material safety stock related to supplier changes. Increases in first quarter sales compared to the preceding year's fourth quarter contributed to increases in receivables, primarily in the Towing Systems segment, of $24.3 million in the first quarter 1996 and $24.5 million in the first quarter of 1995. Cash flow resulting from these increased receivables is historically realized later in the year. A corresponding increase in accounts payable and other current liabilities provided $5.1 million and $7.5 million, respectively, in the 1996 and 1995 first quarters. Capital expenditures equaled $6.1 million in the first quarter of 1996 and $4.7 million in the first quarter of 1995. The majority of the 1996 expenditures, $3.9 million, were in the Specialty Fasteners and Towing Systems segments. Common stock dividends paid totaled $1.8 million for the first quarter of 1996 compared to $1.5 million for the first quarter of 1995. The Company believes its cash flows from operations, along with its unused borrowing capacity and access to financial markets, are adequate to fund its strategies for future growth, including working capital, expenditures for manufacturing expansion and efficiencies, market share initiatives, and corporate development activities. 7 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: 11 Computation of Earnings Per Common Share 12 Computation of Ratios of Earnings to Fixed Charges 27 Financial Data Schedule (b) Reports on Form 8-K: None were filed during the quarter ended March 31, 1996. SIGNATURE 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. TRIMAS CORPORATION Date: May 10, 1996 By: /s/William E. Meyers William E. Meyers Vice President - Controller (Chief accounting officer and authorized signatory) 8 Exhibit Index Exhibit Number Description of Document 11 Computation of Earnings Per Common Share 12 Computation of Ratios of Earnings to Fixed Charges 27 Financial Data Schedule EX-11 2 TRIMAS CORPORATION 1ST QUARTER 10-Q EXHIBIT 11 Exhibit 11 TRIMAS CORPORATION AND SUBSIDIARIES COMPUTATION OF EARNINGS PER COMMON SHARE (In Thousands, Except Per Share Amounts) Three Months Ended March 31, 1996 1995 Primary: Net income $14,130 $13,440 Weighted average common shares outstanding 36,644 36,644 Dilution of stock options 322 352 Weighted average common and common equivalent shares outstanding after assumed exercise of options 36,966 36,996 Primary earnings per common share $.38 $.36 Fully diluted: Net income $14,130 $13,440 Add after tax convertible debenture related expenses 920 920 Net income as adjusted $15,050 $14,360 Weighted average common shares outstanding 36,644 36,644 Dilution of stock options 340 363 Addition from assumed conversion of convertible debentures 5,083 5,083 Weighted average common and common equivalent shares outstanding on a fully diluted basis 42,067 42,090 Fully diluted earnings per common share $.36 $.34 EX-12 3 TRIMAS CORPORATION 1ST QUARTER 10-Q EXHIBIT 12 Exhibit 12 TRIMAS CORPORATION AND SUBSIDIARIES COMPUTATION OF RATIOS OF EARNINGS TO FIXED CHARGES (Dollar Amounts in Thousands) Three Months Ended March 31, 1996 1995 Earnings: Income before income taxes $23,170 $22,210 Fixed charges 2,980 3,990 Earnings before fixed charges $26,150 $26,200 Fixed Charges: Interest $2,780 $ 3,790 Portion of rental expense 250 220 Fixed charges $3,030 $ 4,010 Ratios of earnings to fixed charges 8.6 6.5 EX-27 4 TRIMAS CORPORATION 1ST QUARTER 10-Q EXHIBIT 27
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM TRIMAS CORPORATION'S FORM 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 3-MOS DEC-31-1996 MAR-31-1996 79,160,000 0 97,580,000 1,530,000 91,990,000 269,890,000 296,120,000 120,800,000 633,820,000 59,100,000 187,040,000 370,000 0 0 350,520,000 633,820,000 147,700,000 147,700,000 100,240,000 100,240,000 0 0 2,690,000 23,170,000 9,040,000 14,130,000 0 0 0 14,130,000 .38 .36
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