UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 27, 2016
Superior Uniform Group, Inc.
(Exact name of registrant as specified in its charter)
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Florida |
001-05869 |
11-1385670 |
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(State or other jurisdiction |
(Commission |
(IRS Employer |
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10055 Seminole Blvd., Seminole, Florida (Address of principal executive offices) |
33772 (Zip Code) | |
Registrant's telephone number including area code: (727) 397-9611
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230 .425) | |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
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☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition
The following information is being furnished under Item 2.02 of Form 8-K: Press release by Superior Uniform Group, Inc. announcing its results of operations for the quarter ended September 30, 2016. A copy of this press release is attached as Exhibit 99.1 to this Form 8-K.
Item 9.0l. Financial Statements and Exhibits
| (c) Exhibits | ||
| Exhibit Number | Description | |
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99.1 |
Press Release, dated October 27, 2016 |
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 thereunder duly authorized.
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SUPERIOR UNIFORM GROUP, INC. |
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By: /s/ Andrew D. Demott, Jr. Andrew D. Demott, Jr. Chief Operating Officer, Chief Financial Officer and Treasurer |
Date: October 27, 2016
EXHIBIT INDEX
| Exhibit Number | Description |
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99.1 |
Press Release, dated October 27, 2016 |
EXHIBIT 99.1
NEWS RELEASE
Superior Uniform Group, Inc.
A NASDAQ Listed Company: SGC
10055 Seminole Boulevard
Seminole, Florida 33772-2539
Telephone (727) 397-9611
Fax (727) 803-2642
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Contact: |
Hala Elsherbini, Halliburton Investor Relations | |
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Andrew D. Demott, Jr. |
(972) 458-8000 | |
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COO, CFO & Treasurer |
OR |
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(727) 803-7135 |
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For Immediate Release
SUPERIOR UNIFORM GROUP, INC. REPORTS THIRD QUARTER
OPERATING RESULTS
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Net Sales Increase 15.2% |
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16th Consecutive Quarter with Sales Increase |
SEMINOLE, Florida – October 27, 2016 - Superior Uniform Group, Inc. (NASDAQ: SGC), manufacturer of uniforms, career apparel and accessories, today announced that for the third quarter ended September 30, 2016, net sales increased 15.2 percent to $65.3 million compared with 2015 third quarter net sales of $56.7 million. Net income for the 2016 third quarter was $4.4 million, or $0.29 per diluted share, compared with $4.0 million, or $0.28 per diluted share, reported for the quarter ended September 30, 2015.
For the nine months ended September 30, 2016, net sales increased 19.6 percent to $187.9 million compared with net sales of $157.1 million for the nine months ended September 30, 2015. Net income for the nine months ended September 30, 2016 was $9.7 million, or $0.65 per diluted share, compared with $9.7 million, or $0.67 per diluted share, reported for the nine months ended September 30, 2015.
As a result of the BAMKO acquisition, net income was negatively impacted by $1.1 million in pre-tax acquisition related expenses in the first nine months of 2016.
-more-
Michael Benstock, Chief Executive Officer, commented, “We are pleased to report a 15.2 percent increase in net sales in the third quarter. This represents our 16th consecutive quarter reporting an increase in net sales. BAMKO contributed approximately 11 percent of our increase in net sales in the current quarter. Our Uniforms and Related Products Segment, exclusive of BAMKO, contributed approximately 3.4 percent of the increase in the current quarter with the balance coming from our Remote Staffing segment. BAMKO contributed 12.6 percent to our increase in net sales for the first nine months of 2016, our Uniforms and Related Products Segment, exclusive of BAMKO, reported an increase in net sales of 5.6 percent and our Remote Staffing Solutions segment contributed 1.4 percent.
“We also achieved solid earnings growth, with net earnings up 8.8 percent for the third quarter. Gross Margins increased to 35.4 percent in the third quarter of 2016 from 33.9 percent in the comparable period of last year primarily as a result of previous investments made to improve our product sourcing.
“We continue to make significant progress as we work to achieve operational and sales synergies associated with the acquisition of BAMKO. The team is well positioned to close out 2016 with a solid fourth quarter.
“We are on target to hit our long-term growth goals, and customer response to our product and service offerings remains strong in all areas of our business. Our solid financial position and healthy balance sheet positions us well to respond easily to changing market and economic conditions while continuing to deliver organic growth supplemented by accretive acquisitions.”
CONFERENCE CALL
Superior Uniform Group will hold a conference call on Thursday, October 27, 2016 at 2:00 p.m. Eastern Time to discuss the Company’s results. Interested individuals may join the teleconference by dialing (844)-861-5505 for U.S. dialers and (412)-317-6586 for International dialers. The Canadian Toll Free number is (866)-605-3852. Please ask to be joined into the Superior Uniform Group call. The live webcast and archived replay can also be accessed in the investor information section of the Company’s website at www.superioruniformgroup.com.
A telephone replay of the teleconference will be available one hour after the end of the call through 2:00 p.m. Eastern Time on November 3, 2016. To access the replay, dial (877) 344-7529 in the United States or (412) 317-0088 from international locations. Canadian dialers can access the replay at (855) 669-9658. Please reference conference number 10093430 for all replay access.
-more-
About Superior Uniform Group, Inc.
Superior Uniform Group® (NASDAQ: SGC), established in 1920, is one of America’s foremost providers of fine uniforms and image apparel. Headquartered in Seminole, Fla., Superior Uniform Group manages award-winning uniform apparel programs for major corporations nationwide. Leaders in innovative uniform program design, global manufacturing, and state-of-the-art distribution, Superior Uniform Group helps companies achieve a more professional appearance and better communicate their brands – particularly those in healthcare, private security, retail, hospitality, transportation and food service industries.
The company’s commitment to service, technology, quality and value-added benefits, as well as its financial strength and resources, support customers’ diverse needs while embracing a “Customer 1st, Every Time!” philosophy and culture. Superior Uniform Group sells its wide range of products through its signature brands Superior I.D.™, Fashion Seal Healthcare® and HPI Direct®. Superior Uniform Group is also the parent company for The Office Gurus®, which provides call center and BPO solutions to a variety of customers, and BAMKO®, its innovative promotional products company that provides custom branding solutions to some of the nation’s strongest brands.
For more information, call (800) 727-8643 or visit www.SuperiorUniformGroup.com.
Statements contained in this press release which are not historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. All forward-looking statements are subject to risks and uncertainties, including without limitation, those identified in the Company’s SEC filings, which could cause actual results to differ from those projected.
Comparative figures are as follows:
-more-
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PART I - FINANCIAL INFORMATION | |
| ITEM 1. Financial Statements | |
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SUPERIOR UNIFORM GROUP, INC. AND SUBSIDIARIES |
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME |
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THREE MONTHS ENDED SEPTEMBER 30, |
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(Unaudited) |
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2016 |
2015 |
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Net sales |
$ | 65,282,000 | $ | 56,662,000 | ||||
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Costs and expenses: |
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Cost of goods sold |
42,142,000 | 37,438,000 | ||||||
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Selling and administrative expenses |
16,962,000 | 13,513,000 | ||||||
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Interest expense |
172,000 | 130,000 | ||||||
| 59,276,000 | 51,081,000 | |||||||
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Income before taxes on income |
6,006,000 | 5,581,000 | ||||||
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Income tax expense |
1,620,000 | 1,550,000 | ||||||
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Net income |
$ | 4,386,000 | $ | 4,031,000 | ||||
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Weighted average number of shares outstanding during the period |
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(Basic) |
14,118,354 | 13,833,561 | ||||||
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(Diluted) |
14,984,084 | 14,585,688 | ||||||
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Per Share Data: |
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Basic |
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Net income |
$ | 0.31 | $ | 0.29 | ||||
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Diluted |
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Net income |
$ | 0.29 | $ | 0.28 | ||||
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Cash dividends per common share |
$ | 0.088 | $ | 0.083 | ||||
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PART I - FINANCIAL INFORMATION | |
| ITEM 1. Financial Statements | |
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SUPERIOR UNIFORM GROUP, INC. AND SUBSIDIARIES |
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME |
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NINE MONTHS ENDED SEPTEMBER 30, |
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(Continued) |
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(Unaudited) |
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2016 |
2015 |
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Net sales |
$ | 187,910,000 | 157,125,000 | |||||
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Costs and expenses: |
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Cost of goods sold |
122,986,000 | 103,574,000 | ||||||
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Selling and administrative expenses |
50,381,000 | 38,958,000 | ||||||
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Interest expense |
512,000 | 395,000 | ||||||
| 173,879,000 | 142,927,000 | |||||||
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Income before taxes on income |
14,031,000 | 14,198,000 | ||||||
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Income tax expense |
4,310,000 | 4,500,000 | ||||||
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Net income |
$ | 9,721,000 | $ | 9,698,000 | ||||
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Weighted average number of shares outstanding during the period |
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(Basic) |
14,055,345 | 13,716,376 | ||||||
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(Diluted) |
14,870,071 | 14,570,371 | ||||||
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Per Share Data: |
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Basic |
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Net income |
$ | 0.69 | 0.71 | |||||
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Diluted |
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Net income |
$ | 0.65 | 0.67 | |||||
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Cash dividends per common share |
$ | 0.253 | $ | 0.233 | ||||
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SUPERIOR UNIFORM GROUP, INC. AND SUBSIDIARIES |
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CONSOLIDATED BALANCE SHEETS |
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September 30, |
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2016 |
December 31, |
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(Unaudited) |
2015 |
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| ASSETS | ||||||||
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CURRENT ASSETS: |
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Cash and cash equivalents |
$ | 2,800,000 | $ | 1,036,000 | ||||
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Accounts receivable, less allowance for doubtful accounts of $1,202,000 and $848,000, respectively |
41,335,000 | 29,914,000 | ||||||
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Accounts receivable - other |
2,845,000 | 3,262,000 | ||||||
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Prepaid expenses and other current assets |
10,650,000 | 6,214,000 | ||||||
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Inventories* |
65,713,000 | 63,573,000 | ||||||
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TOTAL CURRENT ASSETS |
123,343,000 | 103,999,000 | ||||||
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PROPERTY, PLANT AND EQUIPMENT, NET |
27,496,000 | 22,524,000 | ||||||
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OTHER INTANGIBLE ASSETS, NET |
23,821,000 | 14,222,000 | ||||||
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GOODWILL |
11,277,000 | 4,135,000 | ||||||
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DEFERRED INCOME TAXES |
6,690,000 | 4,980,000 | ||||||
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OTHER ASSETS |
2,138,000 | 1,871,000 | ||||||
| $ | 194,765,000 | $ | 151,731,000 | |||||
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LIABILITIES AND SHAREHOLDERS' EQUITY |
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CURRENT LIABILITIES: |
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Accounts payable |
$ | 14,658,000 | $ | 11,775,000 | ||||
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Other current liabilities |
9,812,000 | 8,307,000 | ||||||
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Current portion of long-term debt |
5,894,000 | 2,750,000 | ||||||
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Current portion of acquisition-related contigent liabilities |
1,978,000 | 1,787,000 | ||||||
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TOTAL CURRENT LIABILITIES |
32,342,000 | 24,619,000 | ||||||
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LONG-TERM DEBT, net of issuance costs |
38,611,000 | 21,131,000 | ||||||
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LONG-TERM PENSION LIABILITY |
8,318,000 | 8,925,000 | ||||||
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LONG-TERM ACQUISITION-RELATED CONTINGENT LIABILITIES |
7,205,000 | 3,866,000 | ||||||
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OTHER LONG-TERM LIABILITIES |
480,000 | 500,000 | ||||||
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COMMITMENTS AND CONTINGENCIES (NOTE 5) |
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SHAREHOLDERS' EQUITY: |
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Preferred stock, $.001 par value - authorized 300,000 shares (none issued) |
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Common stock, $.001 par value - authorized 50,000,000 shares, issued and outstanding - 14,422,813 and 13,917,465 respectively. |
14,000 | 14,000 | ||||||
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Additional paid-in capital |
42,296,000 | 33,806,000 | ||||||
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Retained earnings |
71,166,000 | 65,392,000 | ||||||
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Accumulated other comprehensive income (loss), net of tax: |
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Pensions |
(5,695,000 | ) | (6,448,000 | ) | ||||
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Cash flow hedges |
(24,000 | ) | (74,000 | ) | ||||
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Foreign currency translation adjustment |
52,000 | - | ||||||
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TOTAL SHAREHOLDERS' EQUITY |
107,809,000 | 92,690,000 | ||||||
| $ | 194,765,000 | $ | 151,731,000 | |||||
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* Inventories consist of the following: |
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September 30, |
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2016 |
December 31, |
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(Unaudited) |
2015 |
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Finished goods |
$ | 53,437,000 | $ | 48,206,000 | ||||
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Work in process |
672,000 | 860,000 | ||||||
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Raw materials |
11,604,000 | 14,507,000 | ||||||
| $ | 65,713,000 | $ | 63,573,000 | |||||
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SUPERIOR UNIFORM GROUP, INC. AND SUBSIDIARIES |
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CONSOLIDATED STATEMENTS OF CASH FLOWS |
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NINE MONTHS ENDED SEPTEMBER 30, |
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(Unaudited) |
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2016 |
2015 |
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CASH FLOWS FROM OPERATING ACTIVITIES |
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Net income |
$ | 9,721,000 | $ | 9,698,000 | ||||
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Adjustments to reconcile net income to net cash provided by operating activities: |
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Depreciation and amortization |
3,602,000 | 2,834,000 | ||||||
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Realized gain on foreign currency exchange rate |
(264,000 | ) | - | |||||
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Provision for bad debts - accounts receivable |
410,000 | 232,000 | ||||||
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Share-based compensation expense |
1,481,000 | 1,285,000 | ||||||
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Deferred income tax benefit |
(2,141,000 | ) | (1,361,000 | ) | ||||
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Loss on sales of property, plant and equipment |
- | 13,000 | ||||||
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Accretion of acquisition-related contingent liability |
126,000 | 92,000 | ||||||
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Changes in assets and liabilities, net of acquisition of business: |
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Accounts receivable - trade |
(6,656,000 | ) | (7,335,000 | ) | ||||
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Accounts receivable - other |
417,000 | 1,047,000 | ||||||
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Inventories |
(1,900,000 | ) | (4,002,000 | ) | ||||
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Prepaid expenses and other current assets |
(1,281,000 | ) | (316,000 | ) | ||||
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Other assets |
(100,000 | ) | (1,043,000 | ) | ||||
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Accounts payable |
1,374,000 | 5,791,000 | ||||||
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Other current liabilities |
832,000 | (890,000 | ) | |||||
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Long-term pension liability |
570,000 | (333,000 | ) | |||||
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Other long-term liabilities |
(20,000 | ) | (100,000 | ) | ||||
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Net cash provided by operating activities |
6,171,000 | 5,612,000 | ||||||
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CASH FLOWS FROM INVESTING ACTIVITIES |
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Additions to property, plant and equipment |
(6,596,000 | ) | (4,118,000 | ) | ||||
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Acquisition of business, net of acquired cash |
(15,161,000 | ) | - | |||||
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Net cash used in investing activities |
(21,757,000 | ) | (4,118,000 | ) | ||||
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CASH FLOWS FROM FINANCING ACTIVITIES |
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Proceeds from long-term debt |
108,175,000 | 44,460,000 | ||||||
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Repayment of long-term debt |
(87,620,000 | ) | (45,365,000 | ) | ||||
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Payment of cash dividends |
(3,487,000 | ) | (3,128,000 | ) | ||||
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Payment of contingent liability |
(1,800,000 | ) | (1,200,000 | ) | ||||
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Proceeds received on exercise of stock options |
1,109,000 | 1,501,000 | ||||||
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Excess tax benefit from exercise of stock options and SARS |
1,198,000 | 726,000 | ||||||
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Common stock reacquired and retired |
(316,000 | ) | - | |||||
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Net cash provided by (used in) financing activities |
17,259,000 | (3,006,000 | ) | |||||
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Effect of currency exchange rates on cash |
91,000 | - | ||||||
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Net increase (decrease) in cash and cash equivalents |
1,764,000 | (1,512,000 | ) | |||||
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Cash and cash equivalents balance, beginning of year |
1,036,000 | 4,586,000 | ||||||
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Cash and cash equivalents balance, end of period |
$ | 2,800,000 | $ | 3,074,000 | ||||