-----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, OOzk0zrLVZss7ychj8zkObavhpu+tB8UO9gbCmJ2A0zL6OXu/7zuQhH0IUpuxBan 7XHCdpiAv73xS0CmZlWS7A== 0000950148-96-000181.txt : 19960410 0000950148-96-000181.hdr.sgml : 19960410 ACCESSION NUMBER: 0000950148-96-000181 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960209 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCOPE INDUSTRIES CENTRAL INDEX KEY: 0000087864 STANDARD INDUSTRIAL CLASSIFICATION: GRAIN MILL PRODUCTS [2040] IRS NUMBER: 951240976 STATE OF INCORPORATION: CA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-03552 FILM NUMBER: 96513624 BUSINESS ADDRESS: STREET 1: 233 WILSHIRE BLVD STE 310 CITY: SANTA MONICA STATE: CA ZIP: 90401 BUSINESS PHONE: 3104581574 MAIL ADDRESS: STREET 1: 233 WILSHIRE BLVD STE 310 CITY: SANTA MONICA STATE: CA ZIP: 90401 10-Q 1 QUARTERLY FOR PERIOD ENDED 12/31/95 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 the Quarter Ended Commission File December 31, 1995 Number 1-3552 - --------------------- ---------------
SCOPE INDUSTRIES ---------------- (Exact name of Registrant as specified in its charter) California 95-1240976 -------------------------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 233 Wilshire Blvd., Ste.310, Santa Monica, CA 90401 -------------------------------------------------- ------------------- (Address of principal executive office) (ZIP Code) Registrant's telephone number, including area code (310) 458-1574 -------------------
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 Outstanding at January 25, 1996 -------------------------- ------------------------------- Common Stock, no par value 1,231,565
2 SCOPE INDUSTRIES AND SUBSIDIARIES INDEX Page ---- Part I. Financial Information: Consolidated Balance Sheets - December 31, 1995 and June 30, 1995 3 Consolidated Statements of Income - Three Months Ended December 31, 1995 and 1994 4 Consolidated Statements of Income - Six Months Ended December 31, 1995 and 1994 5 Consolidated Statements of Cash Flows - Six Months Ended December 31, 1995 and 1994 6 Notes to Consolidated Financial Statements 7 Management's Discussion and Analysis of Results of Operations and Financial Condition 8 Part II. Other Information: Item 2. Increases and Decreases in Outstanding Securities and Indebtedness 9 Item 6. Exhibits and Reports on Form 8-K 9 Signatures 9 -2- 3 PART I. FINANCIAL INFORMATION SCOPE INDUSTRIES AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
DECEMBER 31 JUNE 30 1995 1995 ----------- --------- (Unaudited) (Audited) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 824,805 $ 242,794 Treasury bills (par value $4,790,000 at December 31, 1995 and $2,290,000 at June 30, 1995) 4,716,633 2,258,883 Accounts and notes receivable, less allowance for doubtful accounts of $132,800 at December 31, 1995 and $298,834 at June 30, 1995 2,461,670 2,256,766 Inventories 332,790 423,177 Prepaid expenses and other current assets 909,085 1,109,106 ----------- ----------- TOTAL CURRENT ASSETS 9,244,983 6,290,726 ----------- ----------- NOTES RECEIVABLE 3,670,720 3,474,398 ----------- ----------- PROPERTY AND EQUIPMENT, AT COST: Machinery and equipment 21,976,329 21,162,104 Land, buildings and improvements 9,621,492 10,272,459 ----------- ----------- 31,597,821 31,434,563 Less accumulated depreciation and amortization 20,653,987 20,210,689 ----------- ----------- 10,943,834 11,223,874 ----------- ----------- OTHER ASSETS: Deferred charges and other assets 152,855 423,266 Investments 25,169,850 21,656,014 ----------- ----------- 25,322,705 22,079,280 ----------- ----------- $49,182,242 $43,068,278 =========== =========== LIABILITIES AND SHAREOWNERS' EQUITY CURRENT LIABILITIES: Bank overdraft $ 344,516 $ 61,746 Accounts payable 1,009,292 899,372 Other accrued liabilities 1,865,313 1,196,004 Accrued payroll and related employee benefits 898,721 414,707 Income taxes payable 459,236 192,836 ----------- ----------- TOTAL CURRENT LIABILITIES 4,577,078 2,764,665 ----------- ----------- DEFERRED INCOME TAXES 990,000 ----------- SHAREOWNERS' EQUITY: Common stock, no par value, 5,000,000 shares authorized; shares issued and outstanding December 31, 1995 1,232,565 June 30, 1995 1,244,865 3,921,287 3,921,287 Retained earnings 28,881,903 27,874,671 Net unrealized gain on investments 10,811,974 8,507,655 ----------- ----------- 43,615,164 40,303,613 ----------- ----------- $49,182,242 $43,068,278 =========== ===========
The accompanying notes are an integral part of these statements. -3- 4 SCOPE INDUSTRIES AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
THREE MONTHS ENDED DECEMBER 31 ------------------------------ 1995 1994 -------------- -------------- REVENUES: Sales $6,327,743 $4,736,371 Vocational school revenues 1,199,997 999,614 ---------- ---------- 7,527,740 5,735,985 ---------- ---------- OPERATING COSTS AND EXPENSES: Cost of sales 3,736,452 3,191,205 Vocational school expenses 848,017 889,308 Depreciation and amortization 535,719 564,217 General and administrative 1,160,740 995,389 ---------- ---------- 6,280,928 5,640,119 ---------- ---------- 1,246,812 95,866 OTHER INCOME: Investment and other income 169,205 164,912 ---------- ---------- Income before taxes 1,416,017 260,778 Provision for income taxes 530,000 19,400 ---------- ---------- NET INCOME $ 886,017 $ 241,378 ========== ========== INCOME PER SHARE $ 0.72 $ 0.19 ========== ========== CASH DIVIDENDS DECLARED PER COMMON SHARE $ 0.50 $ 0.35 Weighted average number of shares outstanding 1,234,775 1,257,686
The accompanying notes are an integral part of these statements. -4- 5 SCOPE INDUSTRIES AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
SIX MONTHS ENDED DECEMBER 31 ------------------------------ 1995 1994 -------------- -------------- REVENUES: Sales $12,011,819 $ 9,592,977 Vocational school revenues 2,386,102 1,961,432 ----------- ----------- 14,397,921 11,554,409 ----------- ----------- OPERATING COSTS AND EXPENSES: Cost of sales 7,174,613 6,302,167 Vocational school expenses 1,731,368 1,810,983 Depreciation and amortization 1,060,825 1,132,055 General and administrative 2,383,558 2,091,693 ----------- ----------- 12,350,364 11,336,898 ----------- ----------- 2,047,557 217,511 OTHER INCOME: Investment and other income 904,833 353,237 ----------- ----------- Income before taxes 2,952,390 570,748 Provision for income taxes 980,000 30,000 ----------- ----------- NET INCOME $ 1,972,390 $ 540,748 =========== =========== INCOME PER SHARE $ 1.59 $ 0.43 =========== =========== CASH DIVIDENDS DECLARED PER COMMON SHARE $ 0.50 $ 0.35 Weighted average number of shares outstanding 1,239,064 1,259,079
The accompanying notes are an integral part of these statements. -5- 6 SCOPE INDUSTRIES AND SUBSDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
SIX MONTHS ENDED DECEMBER 31 ---------------------------- 1995 1994 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 1,972,390 $ 540,748 Adjustments to reconcile net income to net cash flows from operating activities: Depreciation and amortization 1,060,825 1,132,055 (Gains) losses on investments (73,984) (19,910) (Gains) losses on sale of equipment (20,814) (31,656) Deferred income taxes (210,000) Changes in operating assets and liabilities: Accounts and notes receivable (171,226) (395,044) Inventories 90,387 8,003 Prepaid expenses and other current assets 200,021 28,212 Accounts payable and accrued liabilities 1,263,243 600,586 Income taxes payable 266,400 22,205 ----------- ----------- Net cash flows from operating activities 4,377,242 1,885,199 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of U.S. Treasury bills (6,287,750) (2,007,259) Maturities or dispositions of U.S. Treasury bills 3,830,000 2,997,883 Purchase of property and equipment (1,123,612) (1,077,134) Disposition of property and equipment 386,241 796,163 Purchase of long-term notes receivable (230,000) Purchase of non-current investments (1,742,044) (2,277,955) Disposition of non-current investments 2,071,511 410,910 Other (17,189) ----------- ----------- Net cash flows used in investing activities (3,112,843) (1,157,392) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Dividends to shareowners (616,783) (439,123) Repurchase of common stock (348,375) (173,155) Change in bank overdraft 282,770 (112,994) ----------- ----------- Net cash flows used in financing activities (682,388) (725,272) ----------- ----------- Net change in cash and cash equivalents 582,011 2,535 Cash and cash equivalents at beginning of period 242,794 30,397 ----------- ----------- Cash and cash equivalents at end of period $ 824,805 $ 32,932 =========== ===========
The accompanying notes are an integral part of these statements. -6- 7 SCOPE INDUSTRIES AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) December 31, 1995 1. In the opinion of the Registrant, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly Scope Industries' financial position as of December 31, 1995 and June 30, 1995, and the results of its operations for the three and six months ended December 31, 1995 and 1994. The accounting policies followed by the Registrant are set forth in Note 1 of its financial statements in the 1995 Scope Industries Annual Report which is incorporated by reference on Form 10-K. 2. Quarterly results of operations are not necessarily indicative of the results to be expected for the full year. 3. Inventories consisted of the following:
December 31 June 30 1995 1995 ----------- ---------- Finished products $ 83,358 $116,711 Raw materials 43,311 125,642 Operating supplies 206,121 180,824 -------- -------- $332,790 $423,177 ======== ========
4. In the six month period ended December 31, 1995, net unrealized holding gains on investments increased by $2,304,319 and were $10,811,974 (net of deferred income taxes of $1,465,000) at December 31, 1995.
Amount At Which Carried On The Balance Sheet December 31, 1995 ----------------- Held To Maturity Securities (Cost $650,425; Market $641,969) $ 650,425 Available For Sale Securities (Cost $12,242,451; Market $24,519,425) 24,519,425 ----------- $25,169,850 ===========
-7- 8 SCOPE INDUSTRIES AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION RESULTS OF OPERATIONS For the second quarter ended December 31, 1995, net income was $886,017 or $0.72 per share compared to $241,378 or $0.19 per share for the same quarter last year. Total revenues for the second quarter were 31% greater than the revenues for the same quarter last year. Both the Waste Material Recycling segment and the Vocational School Group business experienced increased sales and revenues. Waste Material Recycling sales increased 36% from last year's comparable quarter due primarily to higher selling prices for animal feed products. Vocational School Group revenues were 20% above the year earlier quarter as a result of increased student enrollments. Operating costs for the Waste Material Recycling segment increased compared to the same quarter of last year but the increase was at a lesser rate than the revenue gain. Vocational School Group operating costs were contained at a lower level than expenses for the prior year's comparable quarter. General and Administrative expenses increased 17%. Legal expenses were higher in the current quarter than in the comparable quarter last year. During this year's second quarter both business segments operated profitably. During the second quarter of last fiscal year, the Waste Material Recycling segment operated profitably and the Vocational School Group business operated at a loss. For the six months ended December 31, 1995, net income was $1,972,390 or $1.59 per share. Last year net income was $540,748 or $0.43 per share for the comparable six months. Revenues for the six months ended December 31, 1995 were 25% greater than for the comparable six months last year. The Waste Material Recycling segment and the Vocational School Group both operated profitably for the current six month period. During the comparable six month period last year, the Waste Material Recycling segment operated profitably and the Vocational School Group business operated at a loss. FINANCIAL POSITION Working Capital was $4,677,905 at December 31, 1995. It was $3,526,061 at June 30, 1995. The working capital ratio at December 31, 1995 was 2.0 and at June 30, 1995 was 2.3. Investments are accounted for under Statement of Financial Accounting Standards No. 115 (SFAS 115) "Accounting For Certain Investments in Debt and Equity Securities". At December 31, 1995, investments include $12,276,974 unrealized gains based on fair values that exceed adjusted costs for certain securities. Shareowners' equity under the provisions SFAS 115 reflects $10,811,974 net unrealized gain on investments after a reduction for estimated income tax liability. TAXES The provision for income taxes for the quarter ended December 31, 1995 is $530,000 and represents an effective rate of 37.4% for federal and state income taxes. For the second quarter of last fiscal year, the income tax provision was $19,400 and the effective tax rate was 7.4%. For the six months ended December 31, 1995 and 1994, the effective income tax rates were 33.2% and 5.3% respectively. Most available tax loss carryforwards were utilized and exhausted in the prior fiscal year. The current fiscal year income, with minor exceptions, is subject to income taxes without adjustments for loss carryforwards. -8- 9 SCOPE INDUSTRIES AND SUBSIDIARIES PART II. OTHER INFORMATION Item 2. Increases and Decreases in Outstanding Securities and Indebtedness. Increases and decreases in outstanding equity securities in the six months ending December 31, 1995, were as follows:
Common Stock No Par Value ------------ Shares outstanding June 30, 1995 1,244,865 Shares purchased and retired during the six months (12,300) --------- Shares outstanding December 31, 1995 1,232,565 =========
A corporate resolution requires the retirement of all reacquisitions of common stock. During the six months ended December 31, 1995, the Registrant purchased and retired 12,300 shares of common stock at a cost of $348,375. Item 6. Exhibits and Reports on Form 8-K. (A) Exhibits - None (B) No Form 8-K was filed for the quarter ended December 31, 1995. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized and accepting responsibility as the signatory. SCOPE INDUSTRIES (Registrant) DATE: February 9, 1996 /s/ John J. Crowley --------------------- ------------------------------- John J. Crowley, Vice President and Chief Financial Officer -9- EX-27 2 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED BALANCE SHEET AT DECEMBER 31, 1995 AND THE CONSOLIDATED STATEMENT OF INCOME FOR THE QUARTER ENDED DECEMBER 31, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 3-MOS JUN-30-1996 OCT-01-1995 DEC-31-1995 824,805 25,169,850 2,461,670 132,800 332,790 9,244,983 31,597,821 20,653,987 49,182,242 4,577,078 0 0 0 3,921,287 39,693,877 49,182,242 6,327,743 7,527,740 3,736,452 6,280,928 0 0 0 1,416,017 530,000 886,017 0 0 0 886,017 0.72 0.72
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