-----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, OScTFyhOit65JhCxYIHeFgcxatz8etyne4ChjrTeNgpnQQdmossZRFk/c9WLEw/b MRcXcu8i2cBQrNifYasZ1A== 0000895655-98-000008.txt : 19980514 0000895655-98-000008.hdr.sgml : 19980514 ACCESSION NUMBER: 0000895655-98-000008 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19980329 FILED AS OF DATE: 19980513 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLTRISTA CORP CENTRAL INDEX KEY: 0000895655 STANDARD INDUSTRIAL CLASSIFICATION: COATING, ENGRAVING & ALLIED SERVICES [3470] IRS NUMBER: 351828377 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-13665 FILM NUMBER: 98618454 BUSINESS ADDRESS: STREET 1: 345 S HIGH ST CITY: MUNCIE STATE: IN ZIP: 47307 BUSINESS PHONE: 7652815000 MAIL ADDRESS: STREET 1: 345 S. HIGH STREET CITY: MUNCIE STATE: IN ZIP: 47307-5004 10-Q 1 ALLTRISTA CORPORATION FIRST QUARTER 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q XX QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 1998 OR ___ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________ Alltrista Corporation Indiana 0-21052 35-1828377 State of Incorporation Commission File Number IRS Identification Number 345 South High Street, Suite 200, P. O. Box 5004 Muncie, Indiana 47307-5004 Registrant's telephone number, including area code: (765) 281-5000 -------------------------------------------------------------------------- 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 April 26, 1998 - ------------------ -------------------------------- Common Stock, without par value 7,326,036 shares This document contains 10 pages. The exhibit index is on page 10 of 10. Page 1 of 10 ALLTRISTA CORPORATION AND SUBSIDIARIES Quarterly Report on Form 10-Q For the period ended March 29, 1998 INDEX Page Number PART I. FINANCIAL INFORMATION: Item 1. Financial Statements Unaudited Condensed Consolidated Statements of Income for the three month periods ended March 29, 1998 and March 30, 1997 3 Unaudited Condensed Consolidated Balance Sheets at March 29, 1998 and December 31, 1997 4 Unaudited Condensed Consolidated Statements of Cash Flows for the three month periods ended March 29, 1998 and March 30, 1997 5 Notes to Unaudited Condensed Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 - 8 PART II. OTHER INFORMATION 9 Page 2 of 10 PART I. FINANCIAL INFORMATION Item 1. Financial Statements
ALLTRISTA CORPORATION AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME (thousands except per share amounts) Three month period ended March 29, March 30, 1998 1997 ---------- ---------- Net sales $46,370 $45,642 ---------- ---------- Costs and expenses Cost of sales 35,416 34,798 Selling, general and administrative expenses 7,882 7,938 ---------- ---------- Operating earnings 3,072 2,906 Interest expense, net (401) (609) ---------- ---------- Income from operations before taxes 2,671 2,297 Provision for income taxes (1,015) (864) ---------- ---------- Net income $1,656 $1,433 ========== ========== Net income per share of common stock: Basic earnings per share $ .23 $ .19 ========== ========== Diluted earnings per share $ .22 $ .19 ========== ========== Weighted average shares outstanding: Basic 7,360 7,471 Diluted 7,500 7,614 See accompanying notes to unaudited condensed consolidated financial statements.
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ALLTRISTA CORPORATION AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (thousands of dollars) March 29, December 31, 1997 1998 --------- ------------ ASSETS Current assets Cash and cash equivalents $10,730 $26,641 Accounts receivable, net 29,156 23,646 Inventories Raw materials and supplies 10,770 9,410 Work in process and finished goods 37,802 23,773 Deferred taxes on income 4,243 4,243 Prepaid expenses 1,670 1,511 ----------- ----------- Total current assets 94,371 89,224 ----------- ----------- Property, plant and equipment, at cost 149,267 149,904 Accumulated depreciation (104,617) (104,894) ----------- ----------- 44,650 45,010 Goodwill, net 24,604 24,947 Other assets 8,311 7,396 ----------- ----------- Total assets $171,936 $166,577 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Current portion of long-term debt $4,286 $4,286 Notes payable 2,788 - Accounts payable 25,341 18,424 Other current liabilities 10,403 12,755 ----------- ----------- Total current liabilities 42,818 35,465 ----------- ----------- Noncurrent liabilities Long-term debt 25,714 25,714 Other noncurrent liabilities 8,330 8,089 ----------- ----------- Total noncurrent liabilities 34,044 33,803 ----------- ----------- Contingencies Shareholders' equity: Common stock 40,548 40,779 Retained earnings 69,968 68,312 Cumulative translation adjustment (255) (303) ----------- ----------- 110,261 108,788 Less treasury stock (15,187) (11,479) ----------- ----------- Total shareholders' equity 95,074 97,309 ----------- ----------- Total liabilities and shareholders' equity $171,936 $166,577 =========== =========== See accompanying notes to unaudited condensed consolidated financial statements.
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ALLTRISTA CORPORATION AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (thousands of dollars) Three month period ended March 29, March 30, 1998 1997 ---------- --------- Cash flows from operating activities Net income $1,656 $1,433 Reconciliation of net income to net cash used in operating activities: Depreciation and amortization 2,564 2,523 Deferred employee benefits 250 202 Other (163) (108) Changes in working capital components (16,502) (12,540) ---------- ---------- Net cash used in operating activities (12,195) (8,490) ---------- ---------- Cash flows from financing activities Proceeds from revolving credit borrowings and notes payable 2,788 4,780 Proceeds from issuance of common stock 262 516 Purchase of treasury stock (4,229) - ---------- ---------- Net cash (used in) provided by financing activities (1,179) 5,296 ---------- ---------- Cash flows from investing activities Proceeds from sale of property, plant and equipment 13 36 Additions to property, plant and equipment (1,830) (2,378) Investment in life insurance contracts (685) - Other (35) (305) ---------- ---------- Net cash used in investing activities (2,537) (2,647) ---------- ---------- Net decrease in cash (15,911) (5,841) Cash and cash equivalents, beginning of period 26,641 7,611 ---------- ---------- Cash and cash equivalents, end of period $10,730 $1,770 ========== ========== See accompanying notes to unaudited condensed consolidated financial statements.
Page 5 of 10 ALLTRISTA CORPORATION AND SUBSIDIARIES NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. Presentation of Condensed Consolidated Financial Statements Certain information and footnote disclosures, including significant accounting policies normally included in financial statements prepared in accordance with generally accepted accounting principles, have been condensed or omitted. In the opinion of management, the accompanying condensed consolidated financial statements include all adjustments necessary for a fair presentation of the results for the interim periods presented. Results of operations for the periods shown are not necessarily indicative of results for the year, particularly in view of some seasonality in the Consumer Products business. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Consolidated Financial Statements and Notes to Consolidated Financial Statements of Alltrista Corporation and Subsidiaries included in the Company's latest annual report. 2. Earnings Per Share Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted earnings per share computations assume outstanding stock options with a dilutive effect on earnings were exercised. These common stock equivalents are added to the weighted average number of shares outstanding in the calculation of dilutive earnings per share. A computation of earnings per share is as follows (in thousands except per share data):
Three month period ended March 29, March 30, 1998 1997 ---------- ----------- Basic Earnings Per Share Net income $ 1,656 $ 1,433 ============ =========== Weighted average number of common shares outstanding 7,360 7,471 ============ =========== Basic earnings per share $ .23 $ .19 ============ =========== Diluted Earnings Per Share Net income $ 1,656 $ 1,433 ============ =========== Weighted average number of common shares outstanding 7,360 7,471 Additional shares assuming conversion of stock options 140 143 ------------ ----------- Weighted average number of common and equivalent shares 7,500 7,614 ============ =========== Diluted earnings per share $ .22 $ .19 ============ ===========
Page 6 of 10 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Continuing Operations During the first quarter of 1998, the Company, as part of a newly launched vision and strategy, redefined its businesses into two new distinct segments: plastic products and metal products. The plastic products segment includes the Plastic Packaging (coextruded sheet and formed containers for processed human and pet food), Unimark Plastics (injection molding for medical, consumer products and packaging markets) and Industrial Plastics (heavy gauge sheet extrusion and thermoforming for appliance, manufactured housing and recreational vehicle markets) operations. The metal products segment includes the Consumer Products (home canning supplies and related products), Zinc Products (zinc strip and products fabricated from that strip) and LumenX (industrial inspection systems for the automotive and automotive component industries) operations. Previously reported segment information was reclassified to correspond with this presentation. The Company reported net sales of $46.4 million for the first quarter of 1998 an increase of 2% from sales of $45.6 million for the same period of 1997. Operating earnings of $3.1 million for the quarter increased 7% from $2.9 million in the first quarter of 1997. Sales and earnings increased in the plastic products segment 17% and 19%, respectively. Industrial Plastics had an increase in sales and earnings primarily due to the May 1997 acquisition and subsequent integration of Viking Plastics. Industrial Plastics also recorded increased sales and earnings from the appliance components and table product lines. Unimark Plastics recorded an increase in sales and earnings, which is the result of new business including the transfer of a customer's in-house production to the Company's Springfield, Missouri facility. Cost reduction programs at Unimark Plastics also contributed to the improved earnings. Plastic Packaging had a decrease in sales and earnings due to lower volume and a more intense competitive environment. The metal products segment recorded a 12% and 11% decrease in sales and earnings, respectively. Zinc Products recorded a decrease in sales and earnings primarily due to a customer's decision to move production of its zinc/carbon batteries to Mexico City and to no longer purchase battery cans from the Company. Penny blank shipments to the U.S. Mint averaged 17 truckloads per week for the first quarter of 1998 compared to 16 truckloads per week a year ago. The Company anticipates shipments of 20 truckloads a week in the second quarter. Consumer Products, which historically operates at a loss in the first quarter, recorded an increase in sales in nearly every product line. Assuming favorable growing conditions, the Company anticipates another excellent year in the home canning business. LumenX recorded a decrease in sales for the quarter due to the September 1997 divestiture of the machine vision inspection product line. With a cost reduction program in place, the remaining x-ray inspection equipment product line earned a profit for the quarter. Overall, gross margin percentages decreased slightly in the first quarter of 1998 compared to the same period last year. The decline in gross margin percentages was primarily due to the industry wide margin erosion in plastic packaging and increased employee benefit costs at Consumer Products. This decline was offset in part by increased plant utilization at Unimark Plastics, a decrease in zinc raw material prices and a change in product mix at Zinc Products. Selling, general and administrative expenses as a percentage of sales decreased slightly in the first quarter of 1998 compared to the same period last year reflecting a reduction in costs in the x-ray inspection equipment operation. Interest expense, net for the first quarter of 1998 was $0.4 million compared to $0.6 million in the first quarter of 1997. Lower net interest expense in the first quarter of 1998 was primarily the result of earnings on higher levels of short-term investment balances. The effective income tax rate increased slightly from 37.6% to 38.0% in the first quarter of 1998 versus 1997. Page 7 of 10 Financial Condition, Liquidity and Capital Resources Working capital (excluding the current portion of long-term debt) as of March 29, 1998 decreased $2.2 million to $55.8 million from the 1997 year-end level. Short-term borrowings increased $2.8 million to fund the seasonal working capital needs of the Canadian home canning operations. The increase in accounts receivable, inventories and accounts payable is reflective of customary seasonal activity, particularly in the consumer products business. The Company has $30 million outstanding under a long-term financing agreement with a fixed interest rate of 7.8%. Maturities are $4.3 million per year for seven years beginning in December 1998. The Company has a revolving credit agreement with a group of banks whereby the Company can borrow up to $50 million through March 31, 2000 when all borrowings mature. There were no borrowings outstanding under this agreement at March 29, 1998 or at December 31, 1997. The Company also has available from various banks $74 million in committed and uncommitted short-term credit lines of which $2.8 million was outstanding at March 29, 1998. As of March 29, 1998, borrowings on the Company's long-term debt and credit lines were at a weighted average interest rate of 7.8%. After reducing debt by the cash balance, the debt-to-total capital ratio was 18.8% at the end of the first quarter of 1998. This is higher than the 3.3% at December 31, 1997, as a result of funding normal seasonal operating activities. During the first quarter of 1998, the company purchased $4.2 million (150,000 shares) of its common stock. It is the Company's policy to annually repurchase shares to offset the dilutive effect of shares issued under employee benefit plans and as a flexible and tax-efficient means of distributing excess cash to shareholders. Capital expenditures for property, plant and equipment were $1.8 million for the first quarter ended March 29, 1998 compared to $2.4 million for the same period last year. Capital expenditures are largely related to maintaining manufacturing facilities and, though lower in the first quarter, are expected to be at higher levels for the full year 1998 compared to 1997. The Company believes that existing funds, cash generated from operations and existing sources of debt financing are adequate to satisfy its working capital and capital expenditure requirements for the foreseeable future. However, the Company may raise additional capital from time to time to take advantage of favorable conditions in the capital markets or in connection with the Company's corporate development activities. The Company is subject to and involved in claims arising out of the conduct of its business including those relating to product liability, environmental and safety and health matters. The Company's information at this time does not indicate that the resolution of the aforementioned claims will have a material, adverse effect upon financial condition, results of operations, capital expenditures or competitive position of the Company. The Company is currently assessing its exposure to potential Year 2000 computer-related issues within its businesses. At this time, management does not believe the Company will incur significant problems or costs associated with its own financial or operational systems. Each division is either undertaking or will be undertaking a study of vendors and customers to determine whether their potential Year 2000 problems will have a material effect on the Company. The Company's information at this time does not indicate that Year 2000 issues will have a material, adverse effect upon the financial condition, results of operations, cash flows or competitive position of the Company. This Quarterly Report on Form 10-Q includes certain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Those statements include, but may not be limited to, discussions regarding expectations of future sales and profitability, anticipated demand for the Company's products and expectations regarding operating and other expenses. Reliance on forward-looking statements involves risks and uncertainties. Although the Company believes that the assumptions upon which the forward-looking statements contained herein are based are reasonable, any of those assumptions could prove to be inaccurate. As a result, the forward-looking statements based on those assumptions could also be inaccurate. Please see the Company's Report on Form 8-K, dated June 10, 1997, for a list of factors which could cause the Company's actual results to differ materially from those projected in the Company's forward-looking statements. Page 8 of 10 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K a. Exhibits 27.1 Financial Data Schedule [EDGAR filing only] 27.2 Financial Data Schedule [EDGAR filing only] - Restatement of 1997 earnings per share in accordance with Financial Accounting Standards No. 128, "Earnings Per Share" 27.3 Financial Data Schedule [EDGAR filing only] - Restatement of 1996 earnings per share in accordance with Financial Accounting Standards No. 128, "Earnings Per Share" b. Reports on Form 8-K A change in the Company's certifying accountant was disclosed in a Form 8-K (Commission File Number 0-21052) dated March 18, 1998. 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. Alltrista Corporation ---------------------- (Registrant) Date: May 13, 1998 By: /s/ Kevin D. Bower ------------ ------------------------- Kevin D. Bower Senior Vice President and Chief Financial Officer Page 9 of 10 ALLTRISTA CORPORATION AND SUBSIDIARIES QUARTERLY REPORT ON FORM 10-Q March 29, 1998 EXHIBIT INDEX Exhibit Description Page - ------- ----------- ---- 27.1 Financial Data Schedule [EDGAR filing only] 27.2 Financial Data Schedule, 1997 Earnings Per Share [EDGAR filing only] 27.3 Financial Data Schedule, 1996 Earnings Per Share [EDGAR filing only] Page 10 of 10
EX-27.1 2 FDS --
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS AND STATEMENTS OF INCOME FOUND IN THE COMPANY'S FORM 10-Q FOR THE YEAR-TO-DATE, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS 1000 3-MOS DEC-31-1998 MAR-29-1998 10730 0 29156 0 48572 94371 149267 104617 171936 42818 25714 0 0 40548 54526 171936 46370 46370 35416 43298 0 0 401 2671 1015 1656 0 0 0 1656 0.23 0.22
EX-27 3 FDS 27.2
5 1000 3-MOS 6-MOS 9-MOS DEC-31-1997 DEC-31-1997 DEC-31-1997 MAR-30-1997 JUN-29-1997 SEP-28-1997 1770 3168 23072 0 0 0 29808 39437 32186 0 0 0 44387 38803 28749 80615 85962 89290 146566 148619 149209 100746 102684 103906 153271 164380 168765 30082 37439 36094 30000 30000 30000 0 0 0 0 0 0 41440 41090 40574 43907 47788 53938 153271 164380 168765 45642 124592 204224 45642 124592 204224 34798 89417 144394 34798 110019 182011 0 0 0 0 0 0 609 1360 1927 2297 13213 20286 864 4968 7102 1433 8245 13184 0 0 0 0 0 0 0 0 0 1433 8245 13184 0.19 1.11 1.78 0.19 1.09 1.75
EX-27 4 FDS 27.3
5 1000 3-MOS 6-MOS 9-MOS 12-MOS DEC-31-1996 DEC-31-1996 DEC-31-1996 DEC-31-1996 MAR-31-1996 JUN-30-1996 SEP-29-1996 DEC-31-1996 1464 5955 12040 7611 0 0 0 0 41390 48659 38917 27621 0 0 0 0 54145 40182 33051 42262 113115 98276 87849 81532 149538 151677 152105 145135 100934 102536 107201 99475 180238 166215 156257 154079 59905 39196 32778 32660 30000 30000 30000 30000 0 0 0 0 0 0 0 0 41135 40686 40900 41457 40884 47171 44154 42010 180238 166215 156257 154079 51128 120526 186289 230314 51128 120526 186289 230314 37552 84195 129842 163435 37552 84195 162332 202543 0 0 0 0 0 0 0 0 746 1588 2155 2571 5077 14889 21802 25200 1987 5895 8632 9979 3090 8994 13170 15221 267 0 0 (711) 0 0 0 0 0 0 0 0 3357 8994 13170 14510 0.43 1.14 1.68 1.88 0.42 1.12 1.64 1.84
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