-----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, WhDhrT4RzWYiUOHKe4QX3/7W4ZMP2FYYh+CzC9V4qzMJTQjG4kH6KWLdlJtCLMTm cWnE7FUZ72LVuk8BdhAPhw== 0000090045-98-000002.txt : 19980115 0000090045-98-000002.hdr.sgml : 19980115 ACCESSION NUMBER: 0000090045-98-000002 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971130 FILED AS OF DATE: 19980114 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: SI HANDLING SYSTEMS INC CENTRAL INDEX KEY: 0000090045 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION, MINING & MATERIALS HANDLING MACHINERY & EQUIP [3530] IRS NUMBER: 221643428 STATE OF INCORPORATION: PA FISCAL YEAR END: 0225 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-03362 FILM NUMBER: 98506488 BUSINESS ADDRESS: STREET 1: 600 KUBLER ROAD CITY: EASTON STATE: PA ZIP: 18044-0070 BUSINESS PHONE: 6102527321 MAIL ADDRESS: STREET 1: P O BOX 70 CITY: EASTON STATE: PA ZIP: 18040 10-Q 1 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For The Quarterly Period Ended November 30, 1997 Commission File No. 0-3362 SI HANDLING SYSTEMS, INC. (Exact Name Of Registrant As Specified In Its Charter) Pennsylvania 22-1643428 (State Or Other Jurisdiction Of (I.R.S. Employer Incorporation Or Organization) Identification No.) 600 Kuebler Road, Easton, PA 18040 (Address Of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code: 610-252-7321 Indicate by checkmark 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 --- --- Number of shares of common stock, par value $1.00 per share, outstanding as of November 30, 1997: 3,711,826. --------- PART I - FINANCIAL INFORMATION ------------------------------ Item 1. Financial Statements - ------ -------------------- SI Handling Systems, Inc. Balance Sheets (In Thousands, Except Share Data)
November March Assets 30, 1997 2, 1997 - ------ --------- -------- Current assets: Cash and cash equivalents, principally time deposits $ 2,659 1,852 Short-term investments -- 3,741 ------ ------ Total cash, cash equivalents, and short-term investments 2,659 5,593 ------ ------ Receivables: Trade 3,146 3,900 Notes and other receivables 156 719 ------ ------ Total receivables 3,302 4,619 ------ ------ Costs and estimated earnings in excess of billings 7,462 1,640 Inventories: Raw materials 825 814 Finished goods and work-in-process 1,551 1,151 ------ ------ Total inventories 2,376 1,965 ------ ------ Deferred income tax benefits 372 372 Prepaid expenses and other current assets 308 173 ------ ------ Total current assets 16,479 14,362 ------ ------ Property, plant and equipment, at cost: Land 27 27 Buildings and improvements 3,358 3,358 Machinery and equipment 4,166 3,717 ------ ------ 7,551 7,102 Less: accumulated depreciation 6,060 5,801 ------ ------ Net property, plant and equipment 1,491 1,301 ------ ------ Deferred income tax benefits 214 214 Investment in joint venture 920 606 Other assets, at cost less accumulated amortization of $75 in 1998 and $67 in 1997 60 64 ------ ------ Total assets $ 19,164 16,547 ====== ======
See accompanying notes to financial statements - 2 - Item 1. Financial Statements (Continued) - ------ -------------------- SI Handling Systems, Inc. Balance Sheets (In Thousands, Except Share Data)
November March Liabilities and Stockholders' Equity 30, 1997 2, 1997 - ------------------------------------ --------- -------- Current liabilities: Current installments of long-term debt $ 12 12 Accounts payable 3,351 2,056 Customers' deposits and billings in excess of costs and estimated earnings 1,885 2,752 Accrued salaries, wages, and commissions 1,192 778 Income taxes payable 633 442 Accrued royalties payable 322 427 Accrued other liabilities 847 870 ------ ------ Total current liabilities 8,242 7,337 ------ ------ Long-term liabilities: Long-term debt, excluding current installments: Mortgages payable 25 35 ------ ------ Total long-term debt 25 35 Deferred compensation 160 132 ------ ------ Total long-term liabilities 185 167 ------ ------ Stockholders' equity: Common stock, $1 par value; authorized 20,000,000 shares; issued 3,711,826 shares in 1998 and 2,460,306 shares in 1997 3,712 2,460 Additional paid-in capital 2,645 3,752 Retained earnings 4,380 2,831 ------ ------ Total stockholders' equity 10,737 9,043 ------ ------ Total liabilities and stockholders' equity $ 19,164 16,547 ====== ======
See accompanying notes to financial statements. - 3 - Item 1. Financial Statements (Continued) - ------ -------------------- SI Handling Systems, Inc. Statements of Operations (In Thousands, Except Share And Per Share Data)
Three Months Ended Nine Months Ended November December November December 30, 1997 1, 1996 30, 1997 1, 1996 --------- -------- --------- -------- Net sales $ 12,422 4,929 32,371 15,982 Cost of sales 9,665 3,430 25,134 11,271 ------ ------ ------ ------ Gross profit on sales 2,757 1,499 7,237 4,711 ------ ------ ------ ------ Selling, general and administrative expenses 1,684 1,226 4,756 3,824 Product development costs 53 59 161 165 Interest expense 3 1 8 6 Interest income (23) (80) (115) (175) Equity in (income) loss of joint venture (33) 69 (314) (8) Other income, net (80) (75) (358) (176) ------ ------ ------ ------ 1,604 1,200 4,138 3,636 ------ ------ ------ ------ Earnings before income taxes 1,153 299 3,099 1,075 Income tax expense 454 26 1,215 84 ------ ------ ------ ------ Net earnings $ 699 273 1,884 991 ====== ====== ====== ====== Net earnings per common share and common share equivalents* $ .19 .07 .50 .27 ====== ====== ====== ====== Dividends per share** $ - - .07 .07 ====== ====== ====== ====== * On October 14, 1997, the Board of Directors declared a three-for-two stock split that was distributed on November 10, 1997 to shareholders of record on October 27, 1997. Net earnings per share for all periods presented reflect the three-for-two stock split and are based on the weighted average number of shares outstanding and equivalent shares from dilutive stock options, which were 3,754,000 and 3,688,000, respectively, at November 30, 1997 and December 1, 1996. ** Dividends per share for all periods presented were adjusted for the three-for-two stock split that was distributed on November 10, 1997 to shareholders of record on October 27, 1997.
See accompanying notes to financial statements. - 4 - Item 1. Financial Statements (Continued) - ------ -------------------- SI Handling Systems, Inc. Statements of Cash Flows (In Thousands, Except Share Data)
Nine Months Ended --------------------- November December 30, 1997 1, 1996 --------- -------- Cash flows from operating activities: Net earnings $ 1,884 991 Adjustments to reconcile net earnings to net cash provided (used) by operating activities: Depreciation of plant and equipment 259 238 Amortization of intangibles 8 8 Equity in income of joint venture (314) (8) Change in operating assets and liabilities: Receivables 1,317 568 Costs and estimated earnings in excess of billings (5,822) 80 Inventories (411) (110) Deferred income tax benefits - (185) Prepaid expenses and other current assets (135) (52) Other noncurrent assets (4) 3 Accounts payable 1,295 (399) Customers' deposits and billings in excess of costs and estimated earnings (867) 1,432 Accrued salaries, wages, and commissions 414 (217) Income taxes payable 191 274 Accrued royalties payable (105) (250) Accrued other liabilities (23) 56 Deferred compensation 28 10 ------ ------ Net cash provided (used) by operating activities (2,285) 2,439 ------ ------ Cash flows from investing activities: Sales of short-term investments 5,213 2,414 Purchase of short-term investments (1,472) (4,290) Additions to property, plant and equipment (449) (250) ------ ------ Net cash provided (used) by investing activities 3,292 (2,126) ------ ------
See accompanying notes to financial statements. - 5 - Item 1. Financial Statements (Continued) - ------ -------------------- SI Handling Systems, Inc. Statements of Cash Flows (Continued) (In Thousands, Except Share Data)
Nine Months Ended --------------------- November December 30, 1997 1, 1996 --------- -------- Cash flows from financing activities: Sale of common shares in connection with employee incentive stock option plan 59 12 Repayment of long-term debt (10) (17) Dividends paid on common stock (247) (244) Dividends paid to shareholders for fractional shares in connection with three-for-two split (2) - ------ ------ Net cash used by financing activities (200) (249) ------ ------ Increase in cash and cash equivalents 807 64 Cash and cash equivalents, beginning of period 1,852 1,335 ------ ------ Cash and cash equivalents, end of period $ 2,659 1,399 ====== ====== Supplemental disclosures of cash flow information: Cash paid during the period for: Interest $ 4 2 ====== ====== Income taxes $ 1,024 (5) ====== ====== Supplemental disclosures of noncash financing activities: Issuance of 12,150 common shares in exchange for 5,376 common shares delivered to the Company by officers in connection with the employee incentive stock option plan $ 88 - ====== ====== Issuance of 27,431 common shares in exchange for 12,814 common shares delivered to the Company by officers in connection with the employee incentive stock option plan $ - 135 ====== ======
See accompanying notes to financial statements. - 6 - Item 1. Financial Statements (Continued) - ------ -------------------- SI Handling Systems, Inc. Notes To Financial Statements Nine Months Ended November 30, 1997 and December 1, 1996 (1) The information contained in this 10-Q report is unaudited and is subject to year-end adjustments and audit. However, in the opinion of management, the interim financial statements furnished reflect all adjustments and accruals which are necessary to a fair statement of results for the interim periods presented. SI Handling Systems, Inc. ("SI" or the "Company") and Automated Prescription Systems, Inc. ("APS") are co-venturers in a joint venture named SI/BAKER, INC. ("SI/BAKER" or the "joint venture"). The joint venture draws upon the automated materials handling systems experience of SI and the automated pill counting and dispensing products of APS to provide automated pharmacy systems. Each member company contributed $100,000 in capital to fund the joint venture. The joint venture designs and installs computer controlled, fully automated, integrated systems for managed care pharmacy operations. The joint venture's systems are viewed as labor saving devices which address the issues of improved productivity and cost reduction. Systems can be expanded as customers' operations grow and they may be integrated with a wide variety of components to meet specific customer needs. Schedule A contains the SI/BAKER, INC. financial statements. The information contained in the SI/BAKER, INC. financial statements is unaudited and is subject to year-end adjustments and audit. However, in the opinion of management, the interim financial statements furnished reflect all adjustments and accruals which are necessary to a fair statement of results for the interim periods presented. Item 2. Management's Discussion and Analysis of Financial - ------ ------------------------------------------------- Condition and Results of Operations ----------------------------------- Liquidity And Capital Resources - ------------------------------- The Company's cash and cash equivalents increased to $2,659,000 during the first nine months of fiscal 1998 from $1,852,000 at the end of fiscal 1997. The increase resulted from proceeds of $3,741,000 from net sales of short-term investments and proceeds of $59,000 from the sale of common stock in connection with the employee incentive stock option plan. Offsetting the increase in cash and cash equivalents from these sources were cash used by operating activities totaling $2,285,000, repayments of long-term debt of $10,000, purchases of capital equipment of $449,000, and the payment of $247,000 in cash dividends to shareholders. Funds provided by operating activities during the first nine months of fiscal 1997 were $2,439,000. - 7 - Item 2. Management's Discussion and Analysis of Financial - ------ ------------------------------------------------- Condition and Results of Operations ----------------------------------- Liquidity and Capital Resources (Continued) - ------------------------------- The Company has a $5,000,000 committed revolving credit facility which is secured by a lien position on accounts receivable, land, and buildings and contains various restrictive covenants relating to additional indebtedness, asset acquisitions or dispositions, and maintenance of certain financial ratios. The Company was in compliance with all covenants during the first nine months of fiscal 1998. Currently, the committed revolving credit facility has an expiration date of August 31, 2000. During the first nine months of fiscal 1998, the Company did not have any borrowings under the committed revolving credit facility. On March 4, 1996, SI/BAKER established a Line of Credit Facility (the "Facility") with its principal bank (the "Bank"). Effective December 1, 1997, the Bank modified the Facility by increasing the borrowing capacity to $3,000,000 and extending the expiration date. Under terms of the Facility, SI/BAKER's parent companies, SI Handling Systems, Inc. and Automated Prescriptions Systems, Inc., have each provided a limited guarantee and surety in an amount not to exceed $1,000,000 for a combined guarantee of $2,000,000 to the Bank for the payment and performance of the related note, including any further renewals or modifications of the Facility. As of November 30, 1997, SI/BAKER's related debt outstanding under the Facility was $2,000,000. SI/BAKER intends to satisfy the note and thereby release the parent company guarantees during the first half of calendar year 1998. Currently, the Facility has an expiration date of August 31, 1998. On October 14, 1997, the Board of Directors of the Company declared a three-for-two stock split that was distributed on November 10, 1997 to the shareholders of record on October 27, 1997. The purpose of the stock split was to increase the number of outstanding shares and broaden ownership and availability of the Company's common stock. The Company anticipates that its financial resources consisting of its current assets, anticipated cash flow, and the available revolving credit facility will adequately finance its operating requirements in the foreseeable future. The Company plans to consider expansion opportunities as they arise, although ongoing operating results of the Company, the economics of the expansion, and the circumstances justifying the expansion will be key factors in determining the amount of resources the Company will devote to further expansion. At this time, the Company does not have any material capital commitments. - 8 - Item 2. Management's Discussion and Analysis of Financial - ------ ------------------------------------------------- Condition and Results of Operations ----------------------------------- Results Of Operations - --------------------- (a) Nine Months Ended November 30, 1997 versus Nine Months Ended December 1, --------------------------------------------------------------------------- 1996 ---- The Company's net earnings for the first nine months of fiscal 1998 were $1,884,000 compared to net earnings of $991,000 for the first nine months of fiscal 1997. Backlog at the end of the first nine months of fiscal 1998 was $25,073,000 with approximately 95% of the backlog pertaining to Switch-Cart, Cartrac, and Dispen-SI-matic contracts. During the first nine months of fiscal 1998, the Company was the recipient of orders totaling approximately $26.4 million with the largest single order taken by the Company's Production & Assembly Systems Business Unit. The Defense Logistics Agency of the United States government exercised an option for a $6.6 million addition to the prime mechanization contract it awarded the Company in September 1996. The contract options were exercised to expand the scope of the material handling and storage system at the Distribution Operations Center of the Defense Distribution Depot located in Red River, Texas. The contract, which is expected to be completed during the second half of fiscal 1999, is the largest in the Company's history and totals approximately $23.2 million. Net sales of $32,371,000 for the first nine months of fiscal 1998 increased 102.5% compared to net sales of $15,982,000 for the first nine months of fiscal 1997. The sales increase in the first nine months of fiscal 1998 is attributed primarily to a larger backlog of orders entering fiscal 1998 ($31,029,000 versus a $10,488,000 backlog beginning fiscal 1997). The largest increases in sales occurred in the Switch-Cart and Order Selection product lines. Switch-Cart sales rose approximately $8.2 million to $12.3 million, while Order Selection sales rose $8.1 million to $10.8 million. The increase in the Switch-Cart product line was primarily attributable to progress made on the contract with the Defense Logistics Agency of the United States government. The increase experienced in the Company's Order Selection product line during the first nine months of fiscal 1998 was primarily attributable to progress relating to several large contracts received prior to the start of fiscal 1998, with approximately 60% of the current fiscal year Order Selection revenues attributable to such contracts. Contributing to the lower backlog at the beginning of fiscal 1997, and hence sales in the first nine months of fiscal 1997, were delays by prospective customers, particularly those interested in Order Selection Systems, in signing contracts due to expanding project scope and to merger and acquisition interference occurring in a targeted market. - 9 - Item 2. Management's Discussion and Analysis of Financial - ------ ------------------------------------------------- Condition and Results of Operations ----------------------------------- Results Of Operations - --------------------- (a) Nine Months Ended November 30, 1997 Versus Nine Months Ended December 1, --------------------------------------------------------------------------- 1996 (Continued) ---- Gross profit as a percentage of sales was 22.4% for the first nine months of fiscal 1998 compared to 29.5% for the first nine months of fiscal 1997. The decrease in the gross profit percentage for the first nine months of fiscal 1998 was primarily attributable to a higher content in contracts currently in progress of ancillary products with lower margins than contracts containing a high degree of proprietary products. The attainment of the elevated gross profit percentage during the first nine months of fiscal 1997 was primarily attributable to the favorable performance on several contracts initiated in prior fiscal years that were completed during the first nine months of fiscal 1997 as well as to a higher content in contracts then in progress of proprietary product. Selling, general, and administrative expenses of $4,756,000 were higher by $932,000 in the first nine months of fiscal 1998 than in the comparable fiscal 1997 period. The increase in selling, general, and administrative expenses is attributable to (1) increases of approximately $750,000 for those expenses based on revenue and profit performance, including salary rate adjustments, commissions, and costs related to the Company's incentive-based compensation plan which provides for gain sharing as a means of promoting performance excellence and (2) increases of approximately $125,000 in consulting and shareholder relations expenditures associated with increasing the visibility of the Company and exploring business opportunities and strategic alliances. Product development costs for the first nine months of fiscal 1998 were relatively the same as such costs for the comparable fiscal 1997 period. Development programs in the first nine months of fiscal 1998 included efforts directed at improvements across various product lines, and to efforts associated with the introduction of the Henke light-duty overhead transportation product, for which the Company is in the process of becoming an exclusive North American distributor. Development programs in the first nine months of fiscal 1997 included enhancements to the Company's product controls and features and improvements to the Sortation and Order Selection product lines, with particular emphasis aimed at Dispen-SI-matic and Pick-to-Light Systems. Interest income of $115,000 was lower by $60,000 in the first nine months of fiscal 1998 than in the comparable fiscal 1997 period. The decrease in interest income is primarily attributable to the lower level of funds available for short-term investments during the first nine months of fiscal 1998, with the majority of the decline experienced during the third quarter of fiscal 1998. - 10 - Item 2. Management's Discussion and Analysis of Financial - ------ ------------------------------------------------- Condition and Results of Operations ----------------------------------- Results Of Operations - --------------------- (a) Nine Months Ended November 30, 1997 versus Nine Months Ended December 1, --------------------------------------------------------------------------- 1996 (Continued) ---- Equity in income of joint venture represented the Company's proportionate share of its investment in SI/BAKER which is being accounted for under the equity method. The favorable variance of $306,000 for the first nine months of fiscal 1998 in the equity in income of joint venture was attributable to SI/BAKER's growth in revenues to $17.3 million, as compared to the comparable fiscal 1997 period of $11.5 million, as well as to reductions of (1) $221,000 in product development costs and (2) $93,000 in selling, general, and administrative expenses. The substantial increase in revenues is primarily attributable to SI/BAKER's larger backlog of orders entering fiscal 1998 and customer requirements for job completion during the early part of the third quarter of fiscal 1998. SI/BAKER's fiscal 1997 comparable period product development costs were associated with the BK2000 automated pharmacy system product line, while selling, general, and administrative expenses were impacted unfavorably by legal costs associated with the since settled patent infringement litigation. Partially offsetting the favorable variance were increases of (1) $231,000 in revenue based royalty costs due to the parent companies and (2) $84,000 in interest expense related to bank borrowings to fund short-term working capital requirements. The favorable variance of $182,000 in other income, net, is primarily attributable to an increase of $115,000 in royalty income related to the SI/BAKER joint venture. The Company incurred income tax expense of $1,215,000 during the first nine months of fiscal 1998 compared to income tax expense of $84,000 in the comparable fiscal 1997 period. Income tax expense for the first nine months of fiscal 1998 was recorded at the statutory federal and state tax rates expected to apply for the current fiscal year. Income tax expense for the first nine months of fiscal 1997 was less than statutory rates due to the recognition of previously unrecognized deferred tax assets which are anticipated to be realizable due to the current and projected profitability of the Company. (b) Three Months Ended November 30, 1997 versus Three Months Ended December 1, -------------------------------------------------------------------------- 1996 ---- Changes in the third quarter of the current fiscal year compared to the prior year were consistent with those previously noted above for the nine month-period, with the exception of the following area: The increase in other income, net for the nine month period noted above occurred primarily in the first half of fiscal 1998, while third quarter other income, net for fiscal 1998 increased slightly from the comparable prior year period. - 11 - Item 2. Management's Discussion and Analysis of Financial - ------ ------------------------------------------------- Condition and Results of Operations ----------------------------------- Year 2000 - --------- The Year 2000 issue relates to the inability of computer systems, microprocessors, and other electronic devices to deal appropriately with dates on or after January 1, 2000. The Company is in the process of assessing its compliance with the Year 2000 issue; however, management has not assessed the Year 2000 compliance expense and related potential effect on the Company's earnings. Cautionary Statement - -------------------- Certain statements contained herein are not based on historical fact and are "forward-looking statements" (within the meaning of the Private Securities Litigation Reform Act of 1995). Among other things, they regard the Company's earnings, liquidity, financial condition, and certain operational matters. Words or phrases denoting the anticipated results of future events, such as "anticipate," "believe," "estimate," "expect," "may," "will likely," "are expected to," "continues," "projects," and similar expressions that denote uncertainty, are intended to identify such forward-looking statements. Actual results may differ materially: (1) as a result of risks and uncertainties identified in connection with those forward-looking statements, including those factors identified herein, and in the Company's other publicly filed reports; (2) as a result of factors over which the Company has no control, including the strength of domestic and foreign economies, sales growth competition, and certain cost increases; or (3) if the factors on which the Company's conclusions are based do not conform to the Company's expectations. PART II - OTHER INFORMATION --------------------------- Item 6. Exhibits and Reports on Form 8-K - ------ -------------------------------- (a) Exhibit 27 - Financial Data Schedule. (b) No reports on Form 8-K were filed during the quarter ended November 30, 1997. - 12 - SI Handling Systems, Inc. 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. SI HANDLING SYSTEMS, INC. Barry V. Mack Vice President - Finance Dated: January 14, 1998 ---------------- - 13 - Schedule A ---------- SI/BAKER, INC. Financial Statements November 30, 1997 - 14 - SI/BAKER, INC. Balance Sheets November 30, 1997 and February 28, 1997 (In Thousands, Except Share Data)
November February 30, 1997 28, 1997 --------- -------- Assets - ------ Current assets: Cash and cash equivalents, principally time deposits $ 597 484 Receivables: Trade 3,487 1,618 Other receivables -- 122 ------ ------ Total receivables 3,487 1,740 ------ ------ Costs and estimated earnings in excess of billings 3,454 4,111 Inventories -- 36 Deferred income tax benefits 367 367 Prepaid expenses and other current assets 82 87 ------ ------ Total current assets 7,987 6,825 ------ ------ Machinery and equipment, at cost 125 106 Less: accumulated depreciation 58 41 ------ ------ Net machinery and equipment 67 65 ------ ------ Equipment leased to customer 487 487 Less: accumulated depreciation 218 127 ------ ------ Net equipment leased to customer 269 360 ------ ------ Deferred income tax benefits 6 6 ------ ------ Total assets $ 8,329 7,256 ====== ======
- 15 - SI/BAKER, INC. Balance Sheets November 30, 1997 and February 28, 1997 (In Thousands, Except Share Data)
November February 30, 1997 28, 1997 --------- -------- Liabilities and Stockholders' Equity - ------------------------------------ Current liabilities: Note payable to bank $ 2,000 1,750 Accounts payable: Trade 1,758 1,920 Affiliated companies 250 356 ------ ------ Total accounts payable 2,008 2,276 ------ ------ Customers' deposits and billings in excess of costs and estimated earnings 953 779 Accrued salaries, wages, and commissions 323 307 Income taxes payable 80 - Accrued royalties payable 342 319 Accrued product warranties 728 463 Accrued other liabilities 55 151 ------ ------ Total current liabilities 6,489 6,045 ------ ------ Stockholders' equity: Common stock, $1 par value; authorized 1,000 shares; issued 200 shares - - Additional paid-in capital 200 200 Retained earnings 1,640 1,011 ------ ------ Total stockholders' equity 1,840 1,211 ------ ------ Total liabilities and stockholders' equity $ 8,329 7,256 ====== ======
- 16 - SI/BAKER, INC. Statements of Operations Nine Months Ended November 30, 1997 and 1996 (In Thousands)
Three Months Ended Nine Months Ended -------------------- -------------------- November November November November 30, 1997 30, 1996 30, 1997 30, 1996 --------- -------- --------- -------- Net sales $ 4,530 4,353 17,253 11,480 Cost of sales 4,036 4,147 14,750 9,988 ------ ------ ------ ------ Gross profit on sales 494 206 2,503 1,492 ------ ------ ------ ------ Selling, general and administrative expenses 204 219 730 823 Product development costs - 74 3 224 Royalty expense to parent companies 179 186 690 459 Interest income (6) (24) (21) (35) Interest expense 33 1 93 9 Other income, net (25) (15) (51) (13) ------ ------ ------- ------ 385 441 1,444 1,467 ------ ------ ------- ------ Earnings (loss) before income taxes 109 (235) 1,059 25 Income tax expense (benefit) 43 (96) 430 9 ------ ------ ------ ------ Net earnings (loss) $ 66 (139) 629 16 ====== ====== ====== ======
- 17 - SI/BAKER, INC. Statements of Cash Flows Nine Months Ended November 30, 1997 and 1996 (In Thousands)
Nine Months Ended --------------------- November November 30, 1997 30, 1996 --------- -------- Cash flow from operating activities: Net earnings $ 629 16 Adjustments to reconcile net earnings to net cash provided (used) by operating activities: Depreciation of machinery and equipment and leased equipment 108 111 Changes in operating assets and liabilities: Receivables (1,747) (1,177) Costs and estimated earnings in excess of billings 657 1,622 Inventories 36 (54) Prepaid income taxes - (336) Prepaid expenses and other current assets 5 (99) Accounts payable (268) (637) Customers' deposits and billings in excess of costs and estimated earnings 174 766 Accrued salaries, wages, and commissions 16 (113) Income taxes payable 80 (194) Accrued royalties payable 23 399 Accrued product warranties 265 218 Accrued other liabilities (96) 51 ------ ------ Net cash provided (used) by operating activities (118) 573 ------ ------ Cash flows used in investing activities: Additions to machinery and equipment (19) (25) Equipment leased to customer - (9) ------ ------ Net cash used by investing activities (19) (34) ------ ------ Cash flows provided by financing activities: Increase in note payable to bank 250 - ------ ------
- 18 - SI/BAKER, INC. Statements of Cash Flows (Continued) Nine Months Ended November 30, 1997 and 1996 (In Thousands)
Nine Months Ended --------------------- November November 30, 1997 30, 1996 --------- -------- Increase in cash and cash equivalents 113 539 Cash and cash equivalents, beginning of period 484 327 ------ ------ Cash and cash equivalents, end of period $ 597 866 ====== ====== Supplemental disclosure of cash flow information: Cash paid during the period for: Income taxes $ 350 539 ====== ====== Interest $ 88 9 ====== ======
- 19 - SI HANDLING SYSTEMS, INC. FORM 10-Q EXHIBIT INDEX ------------- Exhibit No. - ---------- 27 Financial Data Schedule. - 20 - EX-27 2 ART. 5 FDS FOR 3RD QUARTER 10-Q
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-Q FOR THE QUARTER ENDED NOVEMBER 30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 0000090045 SI HANDLING SYSTEMS, INC. 1,000 9-MOS MAR-01-1998 NOV-30-1997 2,659 0 3,146 0 2,376 16,479 7,551 6,060 19,164 8,242 25 0 0 3,712 7,025 19,164 32,371 32,371 25,134 25,134 0 0 8 3,099 1,215 1,884 0 0 0 1,884 .50 .50
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