-----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, clkiFd12fT3w4WPMl9LK3u7o1Bls91MJfXddC2/kHqv0qCEvSt5K/sU+l56ySlP2 wjvwl0uRXsQ9oE1vj+/71Q== 0000097886-94-000017.txt : 19941116 0000097886-94-000017.hdr.sgml : 19941116 ACCESSION NUMBER: 0000097886-94-000017 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19940930 FILED AS OF DATE: 19941114 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: THOMAS INDUSTRIES INC CENTRAL INDEX KEY: 0000097886 STANDARD INDUSTRIAL CLASSIFICATION: 3640 IRS NUMBER: 610505332 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-05426 FILM NUMBER: 94559002 BUSINESS ADDRESS: STREET 1: P O BOX 35120 CITY: LOUISVILLE STATE: KY ZIP: 40232 BUSINESS PHONE: 5028934600 MAIL ADDRESS: STREET 1: P O BOX 35120 CITY: LOUISVILLE STATE: KY ZIP: 40232 10-Q 1 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1994 OR TRANSITION REPORT PURSUANT TO SECTION 12 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from______________________to_______________________ Commission File Number 1-5426. THOMAS INDUSTRIES INC. (Exact name of registrant as specified in its charter) Delaware 61-0505332 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 4360 Brownsboro Road, Louisville, Kentucky 40207 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 502/893-4600 Not applicable (Former name, former address, and former fiscal year, if changed since last report.) 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 twelve 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 issuer's Common Stock, $1 par value, as of November 4, 1994, was 10,067,678 shares. Page 1 of 8 2 PART I. FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited)
THOMAS INDUSTRIES INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (Dollars in Thousands Except Amounts Per Share) Three Months Ended Nine Months Ended September 30 September 30 1994 1993 1994 1993 Net sales $119,035 $117,322 $345,714 $340,397 Cost of products sold 85,098 86,105 249,312 249,399 Gross profit 33,937 31,217 96,402 90,998 Other (income) expenses: Selling, general, and administrative expenses 26,435 25,785 78,311 76,975 Interest expense 2,291 2,586 7,069 7,802 Other (106) (103) (4,029) (325) Income before income taxes 5,317 2,949 15,051 6,546 Income tax provision 2,497 1,397 6,174 3,164 Net income $ 2,820 $ 1,552 $ 8,877 $ 3,382 Per Common Share amounts: Net income per share $.28 $.15 $.88 $.34 Dividends declared per share $.10 $.10 $.30 $.30 Average number of shares outstanding 10,065,613 10,043,794 10,057,120 10,031,024 See notes to condensed consolidated financial statements.
3
THOMAS INDUSTRIES INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Dollars in Thousands) (Unaudited) September 30 December 31 1994 1993* ASSETS Current assets Cash and cash equivalents $ 5,337 $ 2,364 Accounts receivable, less allowance (1994--$1,938; 1993--$1,763) 69,505 61,214 Inventories: Finished products 31,633 33,374 Raw materials 29,270 26,969 Work in process 10,702 11,821 71,605 72,164 Assets held for disposition 2,294 2,247 Deferred income taxes 6,451 7,031 Other current assets 7,453 7,810 Total current assets 162,645 152,830 Property, plant and equipment 149,186 146,923 Less accumulated depreciation and amortization 74,385 70,336 74,801 76,587 Intangible assets--less accumulated amortization 63,244 63,818 Other assets 12,784 9,525 Total assets $313,474 $302,760 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Notes payable $ 9,561 $ 15,870 Accounts payable 30,604 24,562 Other current liabilities 35,521 31,726 Current portion of long-term debt 9,243 2,206 Total current liabilities 84,929 74,364 Deferred income taxes 8,673 8,342 Long-term debt (less current portion) 79,921 87,509 Minimum pension liability 4,322 4,322 Other long-term liabilities 3,647 3,174 Shareholders' equity Preferred Stock, $1 par value, 3,000,000 shares authorized--none issued Common Stock, $1 par value Shares authorized: 60,000,000 Shares issued: 1994--11,432,373; 1993--11,415,790 11,432 11,416 Capital surplus 117,415 117,264 Retained earnings 30,606 24,746 Minimum pension liability adjustment (3,241) (3,241) Equity adjustment from translation (1,250) (2,156) Less cost of treasury shares (1994 and 1993--1,366,695) (22,980) (22,980) 131,982 125,049 Total liabilities and shareholders' equity $313,474 $302,760 *Derived from the audited December 31, 1993, balance sheet. See notes to condensed consolidated financial statements.
4
THOMAS INDUSTRIES INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Dollars in Thousands) Nine Months Ended September 30 1994 1993 Cash flows from operating activities: Net income $ 8,877 $ 3,382 Reconciliation of net income to net cash provided by (used in) operating activities: Depreciation and amortization 11,879 12,889 Deferred income taxes 330 109 Provision for losses on accounts receivable 797 (109) (Gain) loss on asset disposal, net (4,044) 140 Changes in operating assets and liabilities net of effect of divestitures: Accounts receivable (11,418) (17,006) Inventories (3,029) 618 Other current assets 2,250 (771) Accounts payable 6,125 2,077 Accrued expenses and other liabilities 1,414 (1,163) Other (109) 550 Net cash provided by operating activities 13,072 716 Cash flows from investing activities: Purchases of property, plant, and equipment (11,723) (10,126) Proceeds from sale of property, plant, and equipment, and other assets 12,708 -0- Net cash provided by (used in) investing activities 985 (10,126) Cash flows from financing activities: (Payments of) proceeds from short-term debt, net (7,326) 13,475 Payments of long-term debt (888) (1,645) Dividends paid (3,015) (3,007) Other 145 (282) Net cash (used in) provided by financing activities (11,084) 8,541 Increase (decrease) in cash and cash equivalents 2,973 (869) Cash and cash equivalents at beginning of year 2,364 3,539 Cash and cash equivalents at end of period $ 5,337 $ 2,670 See notes to condensed consolidated financial statements.
5 THOMAS INDUSTRIES INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Note A -- Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial reporting and with the instructions to Form 10-Q and Article 10-01 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. The results of operations for the nine-month period ended September 30, 1994, are not necessarily indicative of the results that may be expected for the year ending December 31, 1994. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. For further information, refer to the consolidated financial statements and footnotes included in the Company's Annual Report on Form 10-K for the year ended December 31, 1993. Note B -- Contingencies In the normal course of business, the Company and its subsidiaries are parties to litigation; and when costs can be reasonably estimated, the Company records appropriate liabilities for such matters. Note C -- Divestitures On March 4, 1994, the Company announced the sale of its Oliver-MacLeod Division in Gravenhurst, Ontario, Canada, to Security Chimneys Ltd. of Laval, Quebec, Canada. Oliver-MacLeod manufactures factory-built chimneys and zero clearance fireplaces. No gain or loss resulted from the transaction. On April 20, 1994, and May 27, 1994, respectively, the Company sold its Portland Willamette and Builders Brass Works Divisions. Portland Willamette manufactures fireplace screens and related accessories. Builders Brass Works manufactures architectural hardware and door controls. These transactions resulted in a pretax gain of $4,175,000 and a net gain of $3,000,000, or $.30 per share. All three of these divested divisions were grouped as "Other" for reporting purposes. 6 Item 2. Management's Discussion and Analysis Net sales during the third quarter ended September 30, 1994, increased 1% over the third quarter 1993 to $119.0 million. For the nine months ended September 30, 1994, net sales were 2% higher than the same year- to-date period for 1993. As of May 27, 1994, the Company completed its divestment of businesses outside the two core business segments, Lighting and Compressors & Vacuum Pumps. The sales and operating income of these smaller businesses are not considered material to current results or future trends. Net sales for the Lighting Segment were up 4% for the third quarter over 1993 and are 1% higher than 1993 for the nine months to date, due to improved volume in both the U.S. and Canadian lighting markets experienced over the second and third quarters of 1994 after a slow first quarter. The Compressor & Vacuum Pump Segment sales increased 12% and 15% for the 1994 third quarter and year to date, respectively, versus 1993, as unit sales volume continues to grow due to expanded applications of existing products as well as newly developed products. Net income for the 1994 third quarter, which includes a $.3 million gain due to LIFO inventory reductions, increased to $2.8 million from $1.6 million for 1993. Net income for the first nine months of 1994 rose to $8.9 million, which included a $3.0 million gain from the divestitures mentioned above and a $.7 million gain from LIFO inventory reductions. Exclusive of these gains, the year-to date net income improved 53% over 1993, due primarily to the record sales and earnings from the Compressor & Vacuum Pump Segment. Operating income within the Lighting Segment also improved during the third quarter over last year, as sales levels have increased over 1993. Year-to- date 1994 operating results for the Lighting business were improved over 1993, as sales levels have exceeded last year's second and third quarters. Cost of products sold as a percent of sales improved to 71.5% and 72.1% of sales for the third quarter and nine months to date, respectively, for 1994 versus 73.4% and 73.3% for the comparable 1993 periods. This improvement is both due to the increasing mix of Compressor & Vacuum Pump sales and margins to the total and to improved margin levels within the Lighting Segment as a result of continuing cost control and efficiency gains during 1994. Selling, general, and administrative costs were just slightly higher for the third quarter and nine months of 1994, at 22.2% and 22.7% of sales, respectively, versus 22.0% and 22.6%, respectively, for the 1993 periods, due substantially to the relatively fixed nature of most of these costs, with the exception of certain sales costs which are more a function of sales volume. Interest expense for the most recent quarter of 1994 was 11.4% below 1993, with the first nine months of 1994 down 9.4% compared to 1993 due in part to the lower level of borrowings and the benefit of lower short-term interest rates in Europe. Working capital of $77.7 million at September 30, 1994, is lower compared to $78.5 million at December 31, 1993, due in large part to the reclassification of $7.7 million of long-term debt to current portion due in January 1995. Accounts receivable levels have increased due to seasonal factors over December 1993 but are 5.6% 7 Item 2. Management Discussion and Analysis--Continued below September 30, 1993, levels due to the elimination of the divested businesses noted above. Inventories at September 30, 1994, have increased 4.5% and 8.2% over December 31, 1993, and September 30, 1993, respectively, after adjusting out the inventories of the divested businesses from the prior balances, due substantially to the increases necessary to support the growing Compressor & Vacuum Pump businesses. Notes payable to banks have decreased from the December 31, 1993, levels due to improved cash flow and the proceeds from the divestitures. The current ratio was 1.92 at September 30, 1994, compared to 2.06 at December 31, 1993. Certain loan agreements of the Company include restrictions on working capital, operating leases, tangible net worth, and the payment of cash dividends and stock distributions. Under the most restrictive of these arrangements, retained earnings of $13.5 million are not restricted at September 30, 1994. As of September 30, 1994, the Company had available credit of $68 million with banks under short-term borrowing arrangements and a revolving line of credit, $60 million of which was available as of September 30, 1994. Anticipated funds from operations, along with available short-term credit and other resources, are expected to be sufficient to meet cash requirements in the year ahead. Cash in excess of operating requirements will continue to be invested in high grade, short-term securities. PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits (27) Financial Data Schedule (b) There have been no reports on Form 8-K filed during the quarter for which this report on Form 10-Q is being filed. 8 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. THOMAS INDUSTRIES INC. Registrant /S/Phillip J. Stuecker Phillip J. Stuecker, Vice President and Chief Financial Officer Date November 11, 1994 9 EXHIBIT INDEX No. Description 27 Financial Data Schedule 10 [TYPE] EX-27 [DESCRIPTION] ART. 5 FDS FOR 3RD QUARTER 10-Q [ARTICLE] 5 [LEGEND] This schedule contains first nine months summary information extracted from the Thomas Industries Inc. 1994 Third Quarter Form 10-Q and is qualified in its entirety by reference to such Form 10-Q filing. [MULTIPLIER] 1,000 [PERIOD-TYPE] 9-MOS [FISCAL-YEAR-END] DEC-31-1994 [PERIOD-END] SEP-30-1994 [CASH] 5,337 [SECURITIES] 0 [RECEIVABLES] 71,443 [ALLOWANCES] 1,938 [INVENTORY] 71,605 [CURRENT-ASSETS] 162,645 [PP&E] 149,186 [DEPRECIATION] 74,385 [TOTAL-ASSETS] 313,474 [CURRENT-LIABILITIES] 84,929 [BONDS] 79,921 [COMMON] 11,432 [PREFERRED-MANDATORY] 0 [PREFERRED] 0 [OTHER-SE] 120,550 [TOTAL-LIABILITY-AND-EQUITY] 313,474 [SALES] 345,714 [TOTAL-REVENUES] 345,714 [CGS] 249,312 [TOTAL-COSTS] 249,312 [OTHER-EXPENSES] 73,485 [LOSS-PROVISION] 797 [INTEREST-EXPENSE] 7,069 [INCOME-PRETAX] 15,051 [INCOME-TAX] 6,174 [INCOME-CONTINUING] 8,877 [DISCONTINUED] 0 [EXTRAORDINARY] 0 [CHANGES] 0 [NET-INCOME] 8,877 [EPS-PRIMARY] .88 (EPS-DILUTED> .88
-----END PRIVACY-ENHANCED MESSAGE-----