-----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, N/yx8oYdt+VGA2PzO85RcFIKK0twPfEGeL2IRx6WvbSuC/ACIDHSBuq0I3PbtBr5 qq6SYl4FSH812/2NwzUmGQ== 0000096536-95-000002.txt : 19951012 0000096536-95-000002.hdr.sgml : 19951012 ACCESSION NUMBER: 0000096536-95-000002 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950831 FILED AS OF DATE: 19951011 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: TAYLOR DEVICES INC CENTRAL INDEX KEY: 0000096536 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT, NEC [3569] IRS NUMBER: 160797789 STATE OF INCORPORATION: NY FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-03498 FILM NUMBER: 95579845 BUSINESS ADDRESS: STREET 1: 90 TAYLOR DR CITY: NORTH TONAWANDA STATE: NY ZIP: 14120 BUSINESS PHONE: 7166940800 MAIL ADDRESS: STREET 1: 90 TAYLOR DR CITY: N TONAWANDA STATE: NY ZIP: 14120-0748 10QSB 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarter ended August 31, 1995 Commission File Number 0-3498 TAYLOR DEVICES, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) NEW YORK 16-0797789 (State or other Jurisdiction of (I.R.S. Employer Identification incorporation or organization) Number) 90 TAYLOR DRIVE, NORTH TONAWANDA, NEW YORK 14120-0748 Address of principal executive offices Registrant's telephone number, including area code - 716-694-0800 Indicate by check mark whether the registrant (1) has filed all annual, quarterly, and other reports required to be filed with all the Commission and (2) has been subject to the filing requirements for at least 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 close of the period covered by this report. CLASS Outstanding at August 31, 1995 Common Stock 2,657,427 (2-1/2 cents par value) FORM 10-QSB TAYLOR DEVICES, INC. - INDEX PART I - FINANCIAL INFORMATION PAGE NO. Item 1. Financial Statements Consolidated Condensed Balance Sheets 3 August 31, 1995, and May 31, 1995 Consolidated Condensed Statements of Income 4 for three months ended August 31, 1995 and August 31, 1994 Consolidated Condensed Statement of 5 Cash Flows - three months ended August 31, 1995 and August 31, 1994 Notes to Consolidated Condensed Financial 6 Statements Item 2. Management's Discussion and Analysis of the 7 Financial Condition and Results of Operations PART II - OTHER INFORMATION Item 1. Legal Proceedings 9 Item 2. Changes in Securities 9 Item 3. Defaults upon Senior Securities 9 Item 4. Submission of Matters to Vote of 9 Security Holders Item 5. Other Information 9 Item 6. Exhibits and Report on Form 8-K 9 SIGNATURES 10 FORM 10-QSB TAYLOR DEVICES, INC. - CONSOLIDATED BALANCE SHEET ASSETS 8/31/95 5/31/95 Current Cash $ 792,788 $ 915,294 Funds Held By Trustee 312,784 627,591 Trade Accounts Receivable 1,317,615 793,046 Inventories 2,049,902 2,113,555 Prepaid and Refundable Income Taxes (31,546) 152,377 Prepaid Expenses 89,281 147,515 Total Current Assets $4,530,824 $4,749,378 Investments - Affiliate, at equity 146,618 141,643 Property and Equipment - Net 2,390,864 1,957,422 Other Assets Other 529,213 391,134 Total Other Assets $ 529,213 $ 391,134 TOTAL ASSETS $7,597,519 $7,239,577 LIABILITIES AND STOCKHOLDERS' EQUITY Current Current Portion of Long Term Debt $ 286,624 $ 277,396 Payables - Trade 683,996 758,162 Affiliate-Current 63,933 56,334 Construction-in-Progress 227,750 303,898 Accrued Income Tax 56,971 63,816 Accrued Expenses 222,334 142,563 Advanced Payments - Customers 797,379 570,469 Total Current Liabilities $2,338,987 $2,172,638 Non Current Long Term Debt 2,019,479 2,012,092 Deferred Income Tax 13,927 - 0 - Total Non Current Liabilities $2,033,406 $2,012,092 Minority Stockholders' Interest $ 215,396 $ 215,396 STOCKHOLDERS' EQUITY Common Stock, par value $.025 a share, authorized 8,000,000 shares $ 66,436 $ 66,344 Paid - In Capital 2,175,215 2,161,732 Retained Earnings 813,904 657,200 Less: Cost of Treasury Stock: 21,990 shares 45,825 45,825 TOTAL STOCKHOLDERS' EQUITY $3,009,730 $2,839,451 TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $7,597,519 $7,239,577 FORM 10-QSB TAYLOR DEVICES, INC. CONSOLIDATED CONDENSED STATEMENT OF INCOME THREE MONTHS ENDED AUGUST 31 1995 1994 NET SALES $2,473,781 $1,361,552 COST OF PRODUCT SOLD 1,619,811 910,877 Gross Profit $ 853,970 $ 450,675 EXPENSES Selling and Administrative 623,070 382,189 Profit (loss) from Operations $ 230,900 $ 68,486 OTHER INCOME/(EXPENSE) Rental - Affiliates 4,337 8,001 Miscellaneous 5,778 50,502 Interest (39,346) (26,261) NET OTHER $ (29,231) $ 32,242 NET INCOME BEFORE PROVISION FOR TAXES $ 201,669 $ 100,728 Provision for Income Taxes 49,940 10,587 INCOME BEFORE EQUITY IN EARNINGS OF AFFILIATES 151,729 90,141 EQUITY IN EARNINGS OF AFFILIATES 4,975 3,910 NET INCOME BEFORE MINORITY STOCKHOLDERS' INTEREST $ 156,704 $ 94,051 Minority Stockholders' Interest --- --- NET INCOME $ 156,704 $ 94,051 Earnings Per Share $ .06 $ .04 FORM 10-QSB TAYLOR DEVICES, INC. STATEMENT OF CHANGES IN FINANCIAL POSITION THREE MONTHS ENDED AUGUST 31 1995 1994 FUNDS PROVIDED From Operations $ 156,704 $ 94,051 Depreciation and Amort. 46,724 37,500 Fixed Assets - 0 - - 0 - Sales of Stock 13,575 8,286 Minority Shareholders' Interest - 0 - 4,822 Decrease Other Assets - 0 - - 0 - Increase Other Liabilities 171,048 77,123 Increase Long Term Debt 16,615 - 0 - Total Funds Provided $ 404,666 $ 221,782 FUNDS APPLIED Loss on Operations $ - 0 - $ - 0 - Fixed Assets 480,166 235,051 Decrease Other Liabilities - 0 - 44,085 Increase Other Assets 42,031 35,573 Minority Shareholders' Interest - 0 - - 0 - Investments - Affiliates 4,975 4,480 Decrease Long Term Debt - 0 - 59,473 Total Funds Applied $ 527,172 $ 378,662 INCREASE (DECREASE) IN CASH $(122,506) $(156,880) FORM 10-QSB TAYLOR DEVICES, INC. NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENT 1. In opinion of the company, the accompanying unaudited consolidated condensed financial statements contain all adjustments necessary to present fairly the financial position as of August 31, 1995 and May 31, 1995 and the results of operations for the three months ended August 31, 1995 and August 31, 1994 and changes in financial position for the three months then ended. 2. There is no provision nor shall there be any provisions for profit sharing, dividends, or any other benefits of any nature at any time for this fiscal year. 3. For the three month period ended August 31, 1995, the profit was divided by 2,657,427 to calculate the earnings per share. For the three month period ended August 31, 1994, the profit was divided by 2,628,136 to calculate the earnings per share. 4. The results of operations for the three month period ended August 31, 1995 are not necessarily indicative of the results to be expected for the full year. FORM 10-QSB TAYLOR DEVICES, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following is Management's discussion and analysis of certain significant factors which have affected the Company's earnings during the periods included in the accompanying consolidated condensed statements of income. A summary of the period to period changes in the principal items included in the consolidated statements of income is shown below: Comparisons of three months ended August 31, 1995 - August 31, 1994 Increase (decrease) Net Sales $1,112,229 Cost of Sales 708,934 Selling, General and Administrative Expenses 240,881 Other Expenses - 0 - Other Income (48,388) Interest Expense 13,085 Net Profit Before Tax and Minority Shareholders' Interest 100,941 Provision for Income Tax 39,353 Net Profit Before Equity in Earnings of Affiliates 61,588 Equity in Earnings of Affiliates 1,065 Minority Stockholders' Interest - 0 - Net Income $ 62,653 FORM 10-QSB TAYLOR DEVICES, INC. MANAGEMENT'S DISCUSSION (CON'T) Taylor Devices' ("the Company") financial results for the first quarter of Fiscal Year 1996 (QI96) showed significant improvement over results for the same period of FY 95 (QI95). QI96 net sales increased to $2,473,781 - an increase of $1,112,229 and 82% compared to QI95. This improvement is largely attributable to increased seismic and defense shipments in FY 96. The Company earned a gross margin of $853,970 (34.5% of net sales) on QI96 shipments compared to $450,675 (33.1%) for QI95. Management believes the improvement in gross margin percent performance is attributable to both product mix and improving productivity from the new facilities and machinery funded by the Industrial Development Agency Bonds referenced in previous filings. QI96's Selling, General and Administrative (SGA) expenses increased to $623,070 (25.2%) from QI95's figure of $382,189 (28.1%). Most of the increased costs were derived from the higher commission expenses related to seismic shipments. Additional incremental SGA expense was incurred by start-up costs for the Company's new MIS system and by expenses associated with office and building renovations undertaken concurrently with the IDA funded manufacturing facility improvements. The MIS upgrade and office renovations have positioned the SGA department to function efficiently at the higher sales volumes levels anticipated in the near future. The improved sales volume and manufacturing efficiency in QI96 resulted in an Operating Income figure of $230,900 (9.3%) compared to QI95's Operating Income of $68,486 (5.0%). Miscellaneous income was $5,778 in QI96, down significantly from the $50,502 recorded in QI95. QI95's miscellaneous income was generated primarily by interest income from tax returns which were received, in full, in FY 95. FY 96's interest expense increased to $39,346 from $26,261 in QI95. Although higher interest rates had some impact, the increase was primarily due to interest expense on the IDA loans. The net result of the reduction in miscellaneous income and the increase in interest expense was approximately $61,000 - from a Net Other Income of $32,000 in QI95 to a Net Other Expense of $29,000 in QI96. Net Income Before Taxes essentially doubled between the two fiscal quarters being compared. QI96's figure was $201,669 (8.2%) while QI95's figure was $100,728 (7.4%). QI96's Net Income After Taxes and Equity in Earnings of Affiliate was $156,704, representing 6.3% of sales and earnings per share of $.06. For QI95, these figures were $94,051, 6.9% of net sales and earnings per share of $.04. The financial position of the Company continues to be strong. The backlog of firm orders at August 31, 1995 stood at $8,140,000 and management believes that the Company is in a good position to be awarded contracts on several sizeable projects now nearing the vendor selection stage. The Company's cash position remains strong, as indicated by the current ratio of 1.93. The Company's cash flow will continue to benefit from a low effective income tax rate throughout FY 96 as the impact of FY 95's write- off of obsolete inventory will take effect. The new Test Facility is almost complete and the first testing of production units should begin in October, 1995. An expansion of the engineering department's facility will begin shortly and should be completed in QIII of FY 96. This expansion, along with the acquisition of some additional production equipment, will close-out the current phase out of the Company's facilities upgrade. Upon completion of these final steps, Management believes the Company's current facilities will be able to function efficiently at an annual sales level of $12- 15 million. At this time, Management believes that FY 96's financial results will continue to be positive, approaching and perhaps exceeding those of FY 95. FORM 10-QSB TAYLOR DEVICES, INC. PART II - OTHER INFORMATION ITEM 1 Legal Proceedings The Company is not currently engaged in any litigation. ITEM 2 Changes in Securities - None ITEM 3 Defaults Upon Senior Securities - None ITEM 4 Submission of Matters to Vote of Securities Holders ITEM 5 Other Information - None ITEM 6 Exhibits and Reports of Form 8-K - None FORM 10-QSB TAYLOR DEVICES, INC. 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. TAYLOR DEVICES, INC. (Registrant) By: /S/Douglas P. Taylor Date: 10/6/95 ______________________________ _______ Douglas P. Taylor Chairman of the Board of Directors President (Principal Executive Officer) AND By: /S/Kenneth G. Bernstein Date: 10/6/95 ________________________________ _______ Kenneth G. Bernstein Treasurer & Chief Accounting Officer -----END PRIVACY-ENHANCED MESSAGE-----