-----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, D3DHuT+Gnix+pTJ7bvRps9oxc7PsypT8w3RX7mKdp3UWkd8Jns6nN97HI40SZyYb ItuD0piScKdJ3n2ufKUIog== 0000898431-96-000154.txt : 19961111 0000898431-96-000154.hdr.sgml : 19961111 ACCESSION NUMBER: 0000898431-96-000154 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961108 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN LOCKER GROUP INC CENTRAL INDEX KEY: 0000008855 STANDARD INDUSTRIAL CLASSIFICATION: PARTITIONS, SHELVING, LOCKERS & OFFICE AND STORE FIXTURES [2540] IRS NUMBER: 160338330 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-00439 FILM NUMBER: 96656452 BUSINESS ADDRESS: STREET 1: 15 W SECOND ST CITY: JAMESTOWN STATE: NY ZIP: 14701 BUSINESS PHONE: 7166649600 MAIL ADDRESS: STREET 1: 15 WEST SECOND STREET CITY: JAMESTOWN STATE: NY ZIP: 14701 FORMER COMPANY: FORMER CONFORMED NAME: AVM CORP DATE OF NAME CHANGE: 19850520 10QSB 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark one) (X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996 OR ( ) TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT FOR THE TRANSITION PERIOD FROM TO Commission file number: 0-439 --------------------------------------- American Locker Group Incorporated ---------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) Delaware 16-0338330 ------------------------------- ------------------------- (State of other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 15 West Second Street, Jamestown, NY 14701 ----------------------------------------------------------------- (Address of principal executive offices) (716) 664-9600 ----------------------------------------------------------------- (Registrant'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 during the past 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. Yes X No ___ APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes ___ No ___ Not Applicable - 1 - APPLICABLE ONLY TO CORPORATE ISSUERS: State the number of shares outstanding of each of the issuer's class of common stock equity as of the latest practicable date: NOVEMBER 6, 1996 Common Stock $1.00 par value - 804,011 Transitional Small Business Disclosure (check one) Yes ___ No X - 2 - PART I - FINANCIAL INFORMATION ITEM 1 - FINANCIAL STATEMENTS STATEMENTS OF CONSOLIDATED FINANCIAL CONDITION AMERICAN LOCKER GROUP INCORPORATED AND SUBSIDIARIES September 30, December 31, 1996 1995 ----------- ------------ ASSETS CURRENT ASSETS Cash and cash equivalents $1,259,002 $1,080,487 Accounts receivable, less allowance for doubtful accounts (1996 $132,175; 1995 $75,354) 3,392,330 3,631,234 Inventories 3,216,519 2,775,615 Notes receivable 180,409 191,884 Prepaid expenses 201,680 143,978 Deferred income taxes 536,346 536,319 ---------- ---------- TOTAL CURRENT ASSETS 8,786,286 8,359,517 PROPERTY, PLANT AND EQUIPMENT Land 500 500 Buildings 495,321 496,196 Machinery and equipment 7,620,457 7,581,513 ---------- ---------- 8,116,278 8,078,209 Less allowances for depreciation and amortization 6,684,609 6,331,541 ---------- ---------- 1,431,669 1,746,668 ---------- ---------- TOTAL NON-CURRENT ASSETS 1,431,669 1,746,668 ---------- ----------- TOTAL ASSETS $10,217,955 $10,106,185 =========== =========== - 3 - AMERICAN LOCKER GROUP INCORPORATED AND SUBSIDIARIES September 30, December 31, 1996 1995 ------------ ------------ LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Demand note payable $ 1,200,000 $ 1,400,000 Accounts payable and accrued expenses: Trade 1,116,147 965,432 Related party 270,410 377,214 ----------- ----------- 1,386,557 1,342,646 Commissions, salaries, wages and taxes thereon 172,196 348,549 Other accrued expenses 401,036 376,643 Federal and State income taxes payable 0 832,458 Current portion of long-term obligations 600,000 600,000 ----------- ----------- TOTAL CURRENT LIABILITIES 3,759,789 4,900,296 DEFERRED INCOME TAXES 83,635 83,609 LONG-TERM OBLIGATIONS Long term debt, less current portion 850,000 300,000 Deferred pension income 232,584 232,584 Postretirement benefits 125,630 125,630 ----------- ----------- 1,208,214 658,214 ----------- ----------- TOTAL NON-CURRENT LIABILITIES 1,291,849 741,823 ----------- ----------- TOTAL LIABILITIES 5,051,638 5,642,119 STOCKHOLDERS' EQUITY Common stock, par value $1 per share-- authorized 4,000,000 shares, issued 804,011 shares in 1996 and 818,625 in 1995 804,011 818,625 Other capital 1,078,121 1,258,805 Retained earnings 3,393,653 2,500,351 Foreign currency translation adjustment (109,468) (113,715) ----------- ----------- TOTAL STOCKHOLDERS' EQUITY 5,166,317 4,464,066 ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $10,217,955 $10,106,185 =========== =========== See notes to consolidated financial statements. - 4 - STATEMENT OF CONSOLIDATED OPERATIONS AMERICAN LOCKER GROUP INCORPORATED AND SUBSIDIARIES Three Months Ended September 30, 1996 1995 ------------ ------------ Net Sales $5,955,670 $5,633,832 Cost of products sold 4,173,990 3,722,834 ---------- ---------- 1,781,680 1,910,998 Selling, administrative and general expenses 1,188,059 1,287,947 ---------- ---------- 593,621 623,051 Interest and dividend income 15,888 24,094 Other income - net 54,529 65,698 Interest expense (60,093) (34,248) ---------- ---------- PROFIT BEFORE INCOME TAXES 603,945 678,595 Income taxes 239,210 272,263 ---------- ---------- NET PROFIT $364,735 $406,332 ========== ========== Per share of common stock: NET PROFIT $0.45 $0.48 ========== ========== See notes to consolidated financial statements. - 5 - STATEMENTS OF CONSOLIDATED OPERATIONS AMERICAN LOCKER GROUP INCORPORATED AND SUBSIDIARIES Nine Months Ended September 30, 1996 1995 ------------ ------------ Net sales $16,863,680 $17,967,161 Cost of products sold 11,712,000 11,999,278 ----------- ----------- 5,151,680 5,987,883 Selling, administrative and general expenses 3,695,427 3,814,814 ----------- ----------- 1,456,253 2,173,069 Interest and dividend income 34,439 50,846 Other income -- net 160,272 207,611 Interest expense (165,060) (137,094) ----------- ----------- PROFIT BEFORE INCOME TAXES 1,485,904 2,294,432 ----------- ----------- Income taxes 592,602 978,569 ----------- ----------- NET PROFIT 893,302 $1,315,863 =========== =========== NET PROFIT PER SHARE OF COMMON $1.11 $1.54 =========== =========== See notes to consolidated financial statements. - 6 - STATEMENTS OF CONSOLIDATED CASH FLOWS AMERICAN LOCKER GROUP INCORPORATED AND SUBSIDIARIES Nine Months Ended September 30, 1996 1995 ------------ ------------ Cash flows from operating activities: Net income (loss) from operations $ 893,302 $1,315,863 Adjustments to reconcile net income from operations to net cash (used in) provided by operating activities: Depreciation and amortization 474,486 259,625 Gain on disposition of property, plant and equipment (8,388) (19,449) Change in assets and liabilities: Notes receivable 11,475 (211,554) Account receivable 238,904 761,093 Income taxes (832,458) 0 Inventories (440,904) (495,695) Prepaid expenses (57,702) 31,490 Accounts payable and accrued expenses (108,050) 956,917 ---------- ---------- NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES 170,665 2,598,290 Cash flows from investment activities: Purchase of property, plant and equipment (164,341) (843,924) Proceeds from sale of property, plant and equipment 13,242 24,697 ---------- ---------- NET CASH USED IN INVESTING ACTIVITIES (151,099) (819,227) Cash flows from financing activities: Additional borrowing long-term 1,000,000 0 Net Payments under Line of Credit (200,000) (1,100,000) Debt repayments (450,000) (450,000) Treasury stock purchased/retired (195,298) (178,406) ---------- ---------- NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES 154,702 (1,728,406) ---------- ---------- Effect of exchange rate changes on cash 4,247 37,790 ---------- ---------- Net increase (decrease ) in cash 178,515 88,447 Cash and cash equivalents at beginning of year 1,080,487 315,684 ---------- ---------- - 7 - CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,259,002 $404,131 ========== ========== Supplemental cash flow information: Cash paid during the period for interest $165,060 $137,094 ========== ========== Income Taxes $1,393,246 $ 75,000 ========== ========== See notes to consolidated financial statements. - 8 - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AMERICAN LOCKER GROUP INCORPORATED AND SUBSIDIARIES 1. The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with instructions to Form 10-QSB and, in the opinion of the Company, include all adjustments, consisting of normal recurring accruals, considered necessary for a fair presentation of such condensed financial statements. The condensed financial statements do not include all information and footnotes normally associated with statements of financial condition, results of operations, and cash flows prepared in conformity with generally accepted accounting principles. 2. Provision for income taxes is based upon the estimated annual effective tax rate. 3. Net income per common share is computed by dividing net income by the weighted average number of shares outstanding, plus, when dilutive, the common stock equivalents which would arise from the exercise of stock options, during the periods; 809,366 shares for the nine months ended September 30, 1996 and 804,072 shares for the quarter ended September 30, 1996, 854,267 for the nine months ended September 30, 1995 and 845,957 for the quarter ended September 30, 1995. 4. Inventories are valued at the lower of cost or market. Cost is determined by using the last-in, first-out method for substantially all of the inventories. September 30, December 31, 1996 1995 --------- ----------- Raw materials $1,791,663 $1,240,253 Work-in-process 1,501,758 1,414,994 Finished goods 1,197,788 1,395,058 ---------- ---------- $4,491,209 $4,050,305 Less allowance to reduce carrying value for LIFO basis 1,274,690 1,274,690 ---------- ---------- $3,216,519 $2,775,615 ---------- ---------- - 9 - ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS AMERICAN LOCKER GROUP INCORPORATED AND SUBSIDIARIES LIQUIDITY AND SOURCES OF CAPITAL The Company continues to have adequate resources and liquidity to maintain and expand its operations. Working capital at September 30, 1996 was $5,026,000, up $1,567,000 over working capital of $3,459,000 at December 31, 1995. The ratio of current assets to current liabilities was 2.3 to 1 at September 30, 1996, as compared to a ratio of 2.0 to 1 at December 1995. The increased working capital resulted primarily from profitable operations during the first nine months of 1996 and increased long term debt borrowings used to build inventory and pay income tax liabilities. Cash provided by operations was $171,000 during the first nine months of 1996, compared to cash provided by operating activities of $2,598,000 for the same period in 1995. Payment of 1995 tax liabilities, coupled with increased inventories and lower net income account for much of the change in cash provided by operations. The Company's $3,000,000 line of credit is available to assist in satisfying future working capital needs, as required. The Company anticipates that its requirements for funds for operations and capital expenditures will be provided principally from cash generated from future operations. FIRST NINE MONTHS 1996 VS FIRST NINE MONTHS 1995 Sales for the first nine months of 1996 of $16,864,000 were down $1,123,000 (6%) compared to sales of $17,987,000 during the same period in 1995. Plastic locker sales for the first nine months were $9,212,000 compared to $10,527,000 during the first nine months of 1995. The decrease in plastic locker sales relates to a significant contract awarded to the Company on November 7, 1994 to provide lockers (CBU's) to the USPS. During the first three months of 1995, the Company's delivery of CBU units totaled $3,534,000, completing the first major scheduled release of CBU units required by the USPS. The current USPS contract requires the Company to ship CBU's as orders are received from the USPS field procurement offices. The Company anticipates approval to begin shipments of the third and final model CBU during the fourth quarter. CBU sales totaled $6,387,000 the first nine months. All other sales, metal and electronic, were $7,652,000 for the first nine months of 1996 compared to $7,460,000 for the first nine months of 1995. This increase relates to a general increase in demand across all markets served by the Company. - 10 - Consolidated costs of goods sold as a percentage of sales was 70% during the first nine months of 1996 compared to 67% in the first nine months of 1995. The increase relates to higher depreciation costs associated with additional tooling to support the CBU Type I and CBU Type II production. Selling, administrative and general expense for the first nine months of 1996 decreased by $120,000 for the same period in 1995. Selling, administrative and general expenses as a percent of sales was 22% during the first nine months of 1996, up from 21% during the first nine months of 1995. Other income--net of $160,000 in the first nine months of 1996 was down $48,000 from the same period in 1995. The decrease in 1996 is due principally to discounts earned from the purchase of materials for the CBU product. Interest expense in the first nine months of 1996 increased by $28,000 from the same period in 1995 due to an increase in the average balance outstanding under the Company's working capital line of credit. Increased borrowings are required to support shipments of all three CBU models. THIRD QUARTER 1996 VS THIRD QUARTER 1995 Third quarter sales were $5,956,000 up $322,000 from the same period in 1995. Plastic sales of $3,671,000 were up 10% or $327,000 over 1995's third quarter. Sales of other products, metal and electronic lockers, were $2,285,000 during the third quarter of 1996 down slightly from third quarter sales of $2,291,000 during the third quarter of 1995. Consolidated cost of products sold as a percentage of sales was 70% during the third quarter of 1996 compared to 66% for the third quarter 1995. The increase relates to higher depreciation costs associated with additional tooling to support the CBU Type I and CBU Type II production. Selling, administrative and general expenses as a percent of net sales was 20% during the third quarter of 1996 compared to 23% in the third quarter of 1995. Other income--net of $55,000 in the third quarter of 1996 was down $11,000 from the third quarter of 1995, due principally to discounts earned from the purchase of materials for the CBU product. - 11 - PART II Item 6. Exhibits and Reports on Form 8-K (a) Exhibits Exhibit 27 Financial Data Schedule dated September 30, 1996. (b) The Company did not file any reports on Form 8-K during the three months ended September 30, 1996. - 12 - SIGNATURE In accordance with the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. AMERICAN LOCKER GROUP INCORPORATED (Registrant) /s/ Harold J. Ruttenberg --------------------------- Harold J. Ruttenberg Chairman, Chief Executive Officer, Treasurer and Principal Accounting Officer Date November 8, 1996 - 13 - Exhibit 27 American Locker Group Incorporated Financial Data Schedule September 30, 1996 This schedule contains summary financial information extracted from SEC Form 10-QSB and is qualified in its entirety by reference to such financial statements. ITEM NUMBER ITEM DESCRIPTION AMOUNT 5-02(1) Cash and cash items $1,259,002 5-02(2) Marketable securities 0 5-02(3)(a)(1) Notes and accounts receivable--trade 3,392,330 5-02(4) Allowance for doubtful accounts 132,175 5-02(6) Inventory 3,216,519 5-02(9) Total current assets 8,786,286 5-02(13) Property, plant and equipment 8,116,278 5-02(14) Accumulated depreciation 6,684,609 5-02(18) Total assets 10,217,955 5-02(21) Total current liabilities 3,759,789 5-02(22) Bonds, mortgages and similar debt 0 5-02(28) Preferred stock--mandatory redemption 0 5-02(29) Preferred stock--no mandatory redemption 0 5-02(30) Common stock 804,011 5-02(31) Other stockholders' equity 4,362,306 5-02(38) Total liabilities and stockholders' equity 10,217,955 5-02(b)1(a) Net sales of tangible products 16,863,680 5-03(b)1 Total revenues 16,863,680 5-03(b)2(a) Cost of tangible goods sold 11,712,000 5-03(b)2 Total costs and expenses applicable to sales and revenues 15,407,427 5-03(b)3 Other costs and expenses 0 5-03(b)5 Provision for doubtful accounts and notes 0 5-03(b)(8) Interest and amortization of debt discount 165,060 5-03(b)(10) Income before taxes and other items 1,485,904 5-03(b)(11) Income tax expense 592,602 5-03(b)(14) Income (loss) continuing operations 893,302 5-03(b)(15) Discontinued operations 0 5-03(b)(17) Extraordinary items 0 5-03(b)(18) Cumulative effect-change in accounting principles 0 5-03(b)(19) Net income or loss 893,302 5-03(b)(20) Earnings per share--primary 5-03(b)(20) Earnings per share-fully diluted 1.11 1.11 - 14 - -----END PRIVACY-ENHANCED MESSAGE-----