-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, ncACOufdZqFbTwYMeDDGHLk+He6aif3roCioTTWBJKSCf5iJeybVyh2iGOzP8Xmm I8ivFLRW6tQ6y+luA/cX2A== 0000088948-94-000004.txt : 19940614 0000088948-94-000004.hdr.sgml : 19940614 ACCESSION NUMBER: 0000088948-94-000004 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940430 FILED AS OF DATE: 19940613 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SENECA FOODS CORP /NY/ CENTRAL INDEX KEY: 0000088948 STANDARD INDUSTRIAL CLASSIFICATION: 2033 IRS NUMBER: 160733425 STATE OF INCORPORATION: NY FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-01989 FILM NUMBER: 94534025 BUSINESS ADDRESS: STREET 1: 1162 PITTSFORD VICTOR RD CITY: PITTSFORD STATE: NY ZIP: 14534 BUSINESS PHONE: 7163859500 FORMER COMPANY: FORMER CONFORMED NAME: PIERCE S S COMPANY INC DATE OF NAME CHANGE: 19861210 FORMER COMPANY: FORMER CONFORMED NAME: SENECA FOODS CORP DATE OF NAME CHANGE: 19780425 FORMER COMPANY: FORMER CONFORMED NAME: SENECA GRAPE JUICE CORP DATE OF NAME CHANGE: 19710419 10-Q 1 Form 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 QUARTERLY REPORT UNDER SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended April 30, 1994 Commission File Number 0-1989 Seneca Foods Corporation (Exact name of registrant as specified in its charter) New York 16-0733425 (State or other jurisdiction of (I. R. S. Employer incorporation or organization) Identification No.) 1162 Pittsford-Victor Road, Pittsford, New York 14534 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 716/385-9500 Not Applicable Former name, former address and former fiscal year, if changed since last report Check mark indicates whether registrant (1) has filed all reports required to be filed by Section 13 of 15(d) of the Securities 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 The number of shares outstanding of each of the issuer's classes of common stock at the latest practical date are: Class Shares Outstanding at May 31, 1994 Common Stock, $.25 Par 2,798,055 PART I FINANCIAL INFORMATION SENECA FOODS CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (In Thousands of Dollars)
4/30/94 7/31/93 ------- ------- ASSETS Current Assets: Cash and Short-term Investments $ 27,616 $ 15,522 Accounts Receivable, Net 26,857 24,398 Inventories: Finished Goods 31,845 38,350 Work in Process 16,561 16,366 Raw Materials 22,472 27,870 70,878 82,586 Off-Season Reserve (Note 3) (4,628) - Deferred Tax (Net) (Note 6) 2,422 - Other Current Assets 510 250 Total Current Assets 123,655 122,756 Property, Plant and Equipment, Net 79,465 74,089 Common Stock of Moog Inc. (Note 4) 6,078 6,079 Other Assets 197 214 $209,395 $203,138
LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Notes Payable $ - $ - Accounts Payable 19,315 19,742 Accrued Expenses 18,732 12,980 Income Taxes 704 567 Current Portion of Long-Term Debt and Capital Lease Obligations 6,784 5,057 Total Current Liabilities 45,535 38,346 Long-Term Debt 67,520 71,534 Capital Lease Obligations 899 1,022 Deferred Income Taxes 11,745 10,940 10% Preferred Stock, Series A, Voting, Cumulative, Convertible, $.025 Par Value Per Share 10 10 10% Preferred Stock, Series B, Voting, Cumulative, Convertible, $.025 Par Value Per Share 10 10 6% Preferred Stock, Voting, Cumulative, $.25 Par Value Per Share 50 50 Common Stock 1,881 1,948 Additional Paid-in Capital - 3,157 Retained Earnings 81,745 76,121 Stockholders' Equity 83,696 81,296 $209,395 $203,138 The accompanying notes are an integral part of these financial statements.
SENECA FOODS CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Unaudited) (In Thousands, except Share Data)
Three Months Ended ------------------ 4/30/94 5/1/93 ------- ------ Net Sales $ 82,586 $ 67,635 Costs and Expenses: Cost of Product Sold 70,693 61,280 Selling and Administrative 7,607 6,833 Interest Expense 1,447 52 ------ ------ Total Costs and Expenses 79,747 68,165 Earnings Before Income Taxes 2,839 (530) Income Taxes 1,055 (376) Earnings from Continuing Operations 1,784 (154) Gain on the Sale of Discontinued Operations 34 - Earnings from Discontinued Operations 39 406 --------- --------- Net Earnings $ 1,857 $ 252 ========= ========= Net Earnings from Continuing Operations Applicable to Common Stock $ 1,778 $ (160) Net Earnings Applicable to Common Stock 1,851 246 Weighted Average Common Shares Outstanding 2,861,465 3,085,333 Primary and Fully Diluted Earnings Per Share of Common Stock (Exhibit II): Earnings from Continuing Operations $ .63 $ (.04) Gain on Sale of Discontinued Operations .01 - Earnings from Discontinued Operations .01 .12 ---------- --------- Net Earnings $ .65 $ .08 ========== ========= The accompanying notes are an integral part of these condensed financial statements.
SENECA FOODS CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Unaudited) (In Thousands, except Share Data)
Nine Months Ended ----------------- 4/30/94 5/1/93 ------- ------ Net Sales $ 228,369 $ 197,596 Costs and Expenses: Cost of Product Sold 195,432 173,474 Selling and Administrative 23,055 20,527 Interest Expense 4,647 4,224 Total Costs and Expenses 223,134 198,225 Earnings Before Income Taxes 5,235 (629) Income Taxes 1,989 (398) ------- ------ Earnings from Continuing Operations 3,246 (231) Earnings from Discontinued Operations 85 790 Gain on the Sale of Discontinued Operations Net of Income Taxes (Note 6) 2,135 - Cumulative Effect of Change in Accounting Principle 2,006 - -------- -------- Net Earnings $ 7,472 $ 559 ======== ======== Net Earnings from Continuing Operations Applicable to Common Stock $ 3,229 $ (248) Net Earnings Applicable to Common Stock 7,455 542 Weighted Average Common Shares Outstanding 2,933,021 3,090,888 Primary and Fully Diluted Earnings Per Share of Common Stock (Exhibit II): Earnings from Continuing Operations $ 1.10 $ (.08 ) Earnings from Discontinued Operations .03 .26 Gain on the Sale of Discontinued Operations .73 - Cumulative Effect of Change in Accounting Principle .68 - ---------- --------- Net Earnings $ 2.54 $ .18 ========== ========= The accompanying notes are an integral part of these condensed financial statements.
SENECA FOODS CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) (In Thousands)
Three Months Ended ------------------ 4/30/94 5/1/93 ------- ------ Cash Flows From Operating Activities: Net Earnings $ 1,857 $ 252 Adjustments to Reconcile Net Earnings to Net Cash Provided by Operating Activities: Depreciation and Amortization 2,313 2,265 Deferred Income Taxes 2,061 1,583 Changes in Working Capital: Accounts Receivable 4,888 4,807 Inventories 25,292 26,410 Off-Season Reserve (6,642) (5,064) Other Current Assets (87) (138) Income Taxes (1,954) (3,339) Accounts Payable and Accrued Expenses 59 (4,923) -------- -------- Net Cash Provided by Operations 27,787 21,853 Cash Flows From Investing Activities: Proceeds from the Sale of Textile Segment 60 - Additions to Property, Plant, and Equipment (3,147) (143) ------- -------- Net Cash Used in Investing Activities (3,087) (143) Cash Flows From Financing Activities: Payments and Current Portion of Long-Term Debt and Capital Lease Obligations (1,160) (1,038) Other 6 12 Common Stock Retirement (2,210) (384) Notes Payable - (20,300) Dividends Paid - - -------- ------- Net Cash Provided (Used) in Financing Activities (3,364) (21,710) Net Increase in Cash and Short-Term Investments 21,336 - Cash and Short-Term Investments, Beginning of Period 6,280 400 --------- ---------- Cash and Short-Term Investments, End of Period $ 27,616 $ 400 ========= ========== The accompanying notes are an integral part of these condensed financial statements.
SENECA FOODS CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) (In Thousands)
Nine Months Ended ----------------- 4/30/94 5/1/93 ------- ------ Cash Flows From Operating Activities: Net Earnings $ 7,472 $ 559 Adjustments to Reconcile Net Earnings to Net Cash Provided by Operating Activities: Depreciation and Amortization 6,878 7,030 Deferred Income Taxes 805 1,566 Gain on Sale of Textile Segment (3,444) - Changes in Working Capital: Accounts Receivable (4,064) (6,383) Inventories 11,794 (5,747) Off-Season Reserve 4,628 6,058 Other Current Assets (315) (22) Income Taxes (2,285) (3,743) Accounts Payable and Accrued Expenses 8,794 (8,826) --------- ------- Net Cash Provided (Used) by Operations 30,263 (9,508) Cash Flows From Investing Activities: Common Stock of Moog 1 - Acquisitions (11,664) - Proceeds from Sale of Textile Segment 8,356 - Additions to Property, Plant, and Equipment (7,399) (691) ------- -------- Net Cash Used in Investing Activities (10,706) (691) Cash Flows From Financing Activities: Payments and Current Portion of Long-Term Debt and Capital Lease Obligations (2,410) (846) Other 20 (149) Common Stock Retirement (5,061) (384) Notes Payable - 4,100 Dividends Paid (12) (12) ------- ------- Net Cash Provided (Used) in Financing Activities (7,463) 2,709 Net Increase (Decrease) in Cash and Short-Term Investments 12,094 (7,490) Cash and Short-Term Investments, Beginning of Period 15,522 7,890 --------- ---------- Cash and Short-Term Investments, End of Period $ 27,616 $ 400 ========= ========== The accompanying notes are an integral part of these condensed financial statements.
SENECA FOODS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS April 30, 1994 1. Consolidated Condensed Financial Statements In the opinion of management, the accompanying unaudited consolidated condensed financial statements contain all adjustments, which are normal and recurring in nature, necessary to present fairly the financial position of the Registrant as of April 30, 1994 and July 31, 1993 and results of operations for the three and nine month periods ended April 30, 1994 and May 1, 1993. All significant intercompany transactions and accounts have been eliminated in consolidation. The July 31, 1993 balance sheet was derived from audited financial statements. The results of operations for the three and nine month periods ended April 30, 1994 and May 1, 1993 are not necessarily indicative of the results to be expected for the full year. The accounting policies followed by the Registrant are set forth in Note 1 to the Registrant's financial statements in the 1993 Seneca Foods Corporation Annual Report and 10-K. Other footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these consolidated condensed financial statements be read in conjunction with the financial statements and notes included in the Registrant's July 31, 1993 financial report. 2. Primary earnings per share are based on the weighted average number of common shares outstanding, as the effect of common stock equivalents is immaterial. The difference between primary and fully diluted earnings per share is immaterial. 3. Off-Season Reserve is the excess of absorbed expenses over incurred expenses to date. The seasonal nature of the Registrant's business results in a timing difference between expenses (primarily overhead expenses) incurred and absorbed into product cost. All Off-Season Reserve balances are zero at fiscal year end. 4. The Registrant's investment in the common stock of Moog Inc. is carried at the lower of aggregate cost or market. The market value of these securities was $6,903,000 as of April 30, 1994. There were no realized gains or losses during the periods presented. Unrealized gains were $824,000 at April 30, 1994. The Registrant has the ability and intent to hold these securities for the foreseeable future. SENECA FOODS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Continued) April 30, 1994 5. As reported on a January 1994 8-K, the Registrant acquired certain assets of ERLY Juice, Inc. and WorldMark, Inc.(citrus juice business) which totalled $8,372,000; and Sanofi-Bio Industries, Inc. (industrial juice business) which totalled $3,298,000. 6. The Registrant adopted Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes," effective August 1, 1993. The Statement supersedes A.P.B. No. 11 and SFAS No. 96, "Accounting for Income Taxes," which was not adopted by the Registrant. SFAS #109 uses the liability method of accounting for income taxes where deferred liabilities and assets are determined based on the difference between the financial statement and tax bases of assets and liabilities, using enacted tax rates in effect for the year in which the differences are expected to reverse. The cumulative effect of adopting SFAS No. 109 on the Registrant's financial statements was to increase earnings by $2,006,000 ($.68 per share). The primary components of temporary differences that give rise to the Registrant's net deferred tax liability, as of August 1, 1993, are as follows: Deferred Tax Assets: Accrued Expenses $2,373 Pension 238 Other 42 Valuation Allowance - ----- Total Deferred Tax Assets 2,653 Deferred Tax Liabilities: Property, Plant, and Equipment (excess of book basis over tax basis) 11,356 Inventories 231 ------ Total Deferred Liabilities 11,587 ------ Net Deferred Tax Liability $8,934 ====== The Registrant believes that the components of the provision for income taxes and actual effective rate reconciliation will not vary significantly from that previously reported. The provision for income taxes for the three and nine months ended April 30, 1993 is included in the Consolidated Condensed Statements of Income as previously presented. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION RESULTS OF OPERATIONS April 30, 1994 Results of Operations: Sales: Sales reflect an increase of 15.5% for the first nine months versus 1993. The higher sales, in large part, are due to higher canned vegetables selling prices and quantities sold than the previous periods and the Citrus Juice Business acquisition (see footnotes for details). Costs and Expenses: The following table shows cost and expenses as a percentage of sales: Three Months Ended Nine Months Ended 4/30/94 5/1/93 4/30/94 5/1/93 Cost of Product Sold 85.5% 90.5% 85.6% 87.9% Selling 6.7 6.7 6.8 6.9 Administrative 2.6 3.4 3.3 3.4 Interest Expense 1.8 0.1 2.0 2.1 ---- ----- ---- ----- 96.6% 100.7% 97.7% 100.3% Lower Cost of Product Sold percentages (i.e. higher Gross Margins) reflect, in part, higher selling prices for vegetable products than in the prior year due to the floods in the Midwest. Administrative percent of sales is down mostly due to 22% higher sales in the quarter than last year. Interest Expense is lower last year due to Interest Income received from an IRS settlement during the quarter in the prior year. Income Taxes: The effective tax rate used in fiscal 1994 is 38% and in fiscal 1993 it is 63%. 1993 is higher than 1994 because of the 1993 loss from continuing operations. The Registrant adopted Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes", effective August 1, 1993. See footnotes for details. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION RESULTS OF OPERATIONS (Continued) April 30, 1994 Financial Condition: The financial condition of the Registrant is summarized in the following table and explanatory review (In Thousands): For the Quarter For the Year Ended April Ended July 1994 1993 1993 1992 Working Capital Balance $78,120 $82,088 $84,410 $76,650 Quarter Change (282) 2,433 - - Notes Payable - 4,100 - - Long-Term Debt and Leases 68,419 75,133 71,534 75,967 Current Ratio 2.72:1 3.27:1 3.20:1 2.78:1 Inventory (Average) Turnover 3.0 1.8 2.8 2.9 The change in the Working Capital for the quarter from the prior year is largely due to the capital expenditures and common stock retirements in the current year with substantially less of these items in the prior year. Notes Payable is $24.4 million less than the prior period due to lower inventory which was caused by lower packs in the Midwest due to the wet conditions and due to the higher sales of vegetables. See Consolidated Statements of Cash Flows for further details. PART II - OTHER INFORMATION Item 1. Legal Proceedings None. Item 2. Changes in Securities None. Item 3. Defaults on Senior Securities None. Item 4. Submission of Matters to a Vote of Security Holders None. Item 5. Other Information None. Item 6. Exhibits and Reports on Form 8-K (a) Exhibit II - (11) Computation of earnings per share (b) Reports on Form 8-K - none during the quarter. 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. Seneca Foods Corporation (Registrant) /s/Kraig H. Kayser June 10, 1994 Kraig H. Kayser President and Chief Executive Officer /s/Jeffrey L. Van Riper June 10, 1994 Jeffrey L. Van Riper Controller and Chief Accounting Officer EX-2 2 EXHIBIT II SENECA FOODS CORPORATION AND SUBSIDIARIES COMPUTATION OF EARNINGS PER SHARE (In thousands except share data) Three Months Ended Nine Months Ended ------------------ ----------------- 4/30/94 5/1/93 4/30/94 5/1/93 ------- ------ ------- ------ Net Earnings Applicable to Common Stock: Net Earnings $ 1,857 $ 252 $ 7,472 $ 559 Deduct Preferred Cash Dividends 6 6 17 17 --------- -------- -------- -------- Net Earnings Applicable to Common Stock $ 1,851 $ 246 $ 7,455 $ 542 ========= ======== ======== ======== Weighted Average Common Shares Outstanding 2,861,465 3,085,333 2,933,021 3,090,888 Effect of Common Stock Equivalent - - - - --------- --------- --------- --------- Weighted Average Common Shares Out- standing for Primary 2,861,465 3,085,333 2,933,021 3,090,888 ========= ========= ========= ========= Primary and Fully Diluted Earnings Per Share $ .65 $ .08 $ 2.54 $ .18 ========= ======== ========= ========= -----END PRIVACY-ENHANCED MESSAGE-----