-----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, WVcPBrAwfQViYoLYHA3jelV42NPFq5dePlCzgws5IDd4kf1Xql6F608NXoCvc4ps nuYNms+pMOPsOl3iNRsTLA== 0000099106-96-000005.txt : 19960515 0000099106-96-000005.hdr.sgml : 19960515 ACCESSION NUMBER: 0000099106-96-000005 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960514 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRANS LUX CORP CENTRAL INDEX KEY: 0000099106 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS MANUFACTURING INDUSTRIES [3990] IRS NUMBER: 131394750 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-02257 FILM NUMBER: 96564341 BUSINESS ADDRESS: STREET 1: 110 RICHARDS AVE CITY: NORWALK STATE: CT ZIP: 06856-5090 BUSINESS PHONE: 2038534321 MAIL ADDRESS: STREET 1: 110 RICHARDS AVENUE CITY: NORWALK STATE: CT ZIP: 06856-5090 10-Q 1 TRANS-LUX CORP FORM 10-Q PERIOD ENDING 03/31/96 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 -------------- OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to ____________ Commission file number 1-2257 TRANS-LUX CORPORATION (Exact name of registrant as specified in its charter) Delaware 13-1394750 - ------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 110 Richards Avenue, Norwalk, CT 06856-5090 - ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (203) 853-4321 ---------------------------------------------------- (Registrant's telephone number, including area code) - --------------------------------------------------------------- (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 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. Date Class Shares Outstanding - -------- ------------------------------- ------------------ 05/10/96 Common Stock - $1.00 Par Value 949,657 05/10/96 Class B Stock - $1.00 Par Value 304,137 (Immediately convertible into a like number of shares of Common Stock.) TRANS-LUX CORPORATION AND SUBSIDIARIES INDEX Page No. Part I - Financial Information Consolidated Balance Sheets - March 31, 1996 (unaudited) and December 31, 1995 1 Consolidated Statements of Stockholders' Equity - March 31, 1996 (unaudited) and December 31, 1995 2 Consolidated Statements of Income - Three Months Ended March 31, 1996 and 1995 (unaudited) 3 Consolidated Statements of Cash Flows - Three Months Ended March 31, 1996 and 1995 (unaudited) 4 Notes to Consolidated Financial Statements (unaudited) 5 Management's Discussion and Analysis of Financial Condition and Results of Operations 6 Part II - Other Information Item 6. Exhibits and Reports on Form 8-K 8 Signatures 8 PART I - FINANCIAL INFORMATION ------------------------------
TRANS-LUX CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS March 31 December 31 ASSETS 1996 1995 ------ ----------- ----------- Current assets: (unaudited) Cash and cash equivalents $ 169,000 $ 665,000 Available-for-sale securities 572,000 576,000 Receivables 3,073,000 2,403,000 Inventories 1,932,000 1,900,000 Prepaids and other current assets 379,000 466,000 ---------- ---------- Total current assets 6,125,000 6,010,000 ---------- ---------- Rental equipment 49,338,000 47,043,000 Less accumulated depreciation 17,525,000 16,265,000 ---------- ---------- 31,813,000 30,778,000 ---------- ---------- Property, plant and equipment 21,137,000 20,913,000 Less accumulated depreciation and amortization 6,271,000 5,921,000 ---------- ---------- 14,866,000 14,992,000 Prepaids, intangibles and other 4,084,000 4,081,000 Maintenance contracts, net 1,517,000 1,599,000 ---------- ---------- $58,405,000 $57,460,000 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------ Current liabilities: Accounts payable and accruals $ 4,871,000 $ 4,804,000 Income taxes payable 60,000 136,000 Short-term borrowings 1,700,000 500,000 Current portion of long-term debt 1,808,000 1,804,000 ---------- ---------- Total current liabilities 8,439,000 7,244,000 ---------- ---------- Long-term debt: 9% convertible subordinated debentures due 2005 4,874,000 4,874,000 9.5% subordinated debentures due 2012 1,057,000 1,057,000 Notes payable 16,110,000 16,564,000 ---------- ---------- 22,041,000 22,495,000 Deferred revenue and deposits 2,603,000 2,621,000 Deferred income taxes 3,618,000 3,600,000 Minority interest 1,000 1,000 Stockholders' equity 21,703,000 21,499,000 ---------- ---------- $58,405,000 $57,460,000 ========== ========== The accompanying notes are an integral part of these consolidated financial statements.
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TRANS-LUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY March 31 December 31 1996 1995 ---------- ----------- (unaudited) Capital stock: Preferred - $1.00 par value Authorized - 500,000 shares Issued - none Common - $1.00 par value Authorized - 4,000,000 shares Issued - 2,436,268 shares in 1996 & 2,436,268 in 1995 $ 2,436,000 $ 2,436,000 Class B - $1.00 par value Authorized - 2,000,000 shares Issued - 304,137 shares in 1996 & 304,137 in 1995 304,000 304,000 Additional paid-in capital 13,806,000 13,806,000 Retained earnings 17,094,000 16,888,000 Other (73,000) (71,000) ---------- ---------- 33,567,000 33,363,000 Less treasury stock - at cost 1,486,642 shares in 1996 & 1,488,837 in 1995 (excludes add'l 304,137 shares held in 1996 & 1995 for conversion of Class B stock) 11,864,000 11,864,000 ---------- ---------- Total stockholders' equity $21,703,000 $21,499,000 ========== ==========
THE CHANGES IN CONSOLIDATED STOCKHOLDERS' EQUITY ARE AS FOLLOWS: Additional Common Class Paid-in Retained Treasury Stock B Stock Capital Earnings Other Stock ------ ------- ---------- -------- ----- -------- December 31, 1995 $2,436,000 $304,000 $13,806,000 $16,888,000 ($71,000) ($11,864,000) 1/1/96 - 3/31/96: (unaudited) 248,000 Net income Cash dividends (42,000) Unrealized holding gain/(loss) (2,000) --------- ------- ---------- ---------- -------- ---------- March 31, 1996 $2,436,000 $304,000 $13,806,000 $17,094,000 ($73,000) ($11,864,000) ========= ======= ========== ========== ======== =========== The accompanying notes are an integral part of these consolidated financial statements.
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TRANS-LUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (unaudited) FOR THE THREE MONTHS ENDED MARCH 31 --------------------- 1996 1995 ---- ---- Gross revenues: Equipment rentals and maintenance $ 5,388,000 $5,482,000 Equipment sales 3,619,000 3,008,000 Theatre receipts and other 1,026,000 889,000 ---------- --------- Total revenues 10,033,000 9,379,000 ---------- --------- Operating expenses: Cost of equipment rentals and maintenance 2,902,000 2,939,000 Cost of equipment sales 2,327,000 1,836,000 Cost of theatre receipts and other 835,000 691,000 ---------- --------- Total operating expenses 6,064,000 5,466,000 ---------- --------- Gross profit from operations 3,969,000 3,913,000 General and administrative expenses 3,012,000 3,139,000 ---------- --------- 957,000 774,000 Interest income 17,000 57,000 Interest expense (547,000) (537,000) Other income -- 46,000 ---------- --------- Income before income taxes 427,000 340,000 Provision for income taxes 179,000 143,000 ---------- --------- Net income $ 248,000 $ 197,000 ========== ========= Earnings per share: Primary $ 0.20 $ 0.16 Fully diluted $ 0.19 $ * Average common and common equivalent shares outstanding: Primary 1,263,000 1,263,000 Fully diluted 1,647,000 * Cash dividends per share: Common stock $ 0.035 $ 0.035 Class B stock $ 0.0315 $ 0.0315 The accompanying notes are an integral part of these consolidated financial statements. * not dilutive
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TRANS-LUX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) FOR THE THREE MONTHS ENDED MARCH 31 1996 1995 ------------------------------------------------------------------------------------------ CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 248,000 $ 197,000 Adjustment to reconcile net income to net cash provided by operating activities: Depreciation and amortization 1,783,000 1,681,000 Net loss of joint venture 33,000 -- Deferred income taxes 20,000 68,000 Minority interest -- (7,000) Changes in operating assets and liabilities: Receivables (670,000) 505,000 Inventories (32,000) (154,000) Prepaids and other current assets 87,000 (160,000) Prepaids, intangibles and other (127,000) (10,000) Accounts payable and accruals 67,000 (548,000) Income taxes payable (76,000) 3,000 Deferred revenue and deposits (18,000) 665,000 ------------------------------------------------------------------------------------------ Net cash provided by operating activities 1,315,000 2,240,000 ------------------------------------------------------------------------------------------ CASH FLOWS FROM INVESTING ACTIVITIES Purchases of rental equipment (2,295,000) (1,525,000) Purchases of property, plant and equipment (224,000) (760,000) Payments for an acquisition -- (3,178,000) Proceeds from acquisition note receivable -- 658,000 Sale of assets -- 209,000 Purchases of securities -- (494,000) Proceeds from sale of securities -- 500,000 ------------------------------------------------------------------------------------------ Net cash (used in) investing activities (2,519,000) (4,590,000) ------------------------------------------------------------------------------------------ CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from long-term debt -- 3,811,000 Repayment of long-term debt (450,000) (2,577,000) Proceeds from short-term borrowings 1,200,000 -- Proceeds from exercise of stock options -- 1,000 Cash dividends (42,000) (43,000) ------------------------------------------------------------------------------------------ Net cash provided by financing activities 708,000 1,192,000 ------------------------------------------------------------------------------------------ Net (decrease) in cash and cash equivalents (496,000) (1,158,000) Cash and cash equivalents at beginning of year 665,000 2,335,000 ------------------------------------------------------------------------------------------ CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 169,000 $ 1,177,000 ========================================================================================== Interest paid $ 368,000 $ 217,000 Interest received 21,000 57,000 Income taxes paid 216,000 163,000 ------------------------------------------------------------------------------------------ The accompanying notes are an integral part of these consolidated financial statements.
4 TRANS-LUX CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 1996 (unaudited) Note 1 - Basis of Presentation Financial information included herein is unaudited, however, such information reflects all adjustments which are, in the opinion of management, necessary for the fair presentation of the consolidated financial statements for the interim periods. The results for the interim periods are not necessarily indicative of the results to be expected for the full year. It is suggested that the March 31, 1996 consolidated financial statements be read in conjunction with the consolidated financial statements and notes included in the Company's Annual Report and Form 10-K for the year ended December 31, 1995. The Company adopted the provisions of Statement of Financial Accounting Standards No. 121, "Accounting for Impairment of Long- Lived Assets and for Long-Lived Assets to be Disposed of" in the first quarter of 1996. In accordance with the standard, the Company evaluates the carrying value of its long-lived assets and identifiable intangibles, including goodwill, when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The adoption of the standard did not have any effect on the Company's consolidated financial position or results of operations. The Company adopted the provisions of Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based Compensation" in the first quarter of 1996. As provided for in the standard, the Company continues to apply Accounting Principals Board Opinion No. 25, "Accounting for Stock Issued to Employees" and related interpretations for employee stock compensation measurement and will disclose the required pro forma information in the 1996 Form 10-K. Note 2 - Accounting for Income Taxes The provision for income tax expense for the three months ended March 31, 1996 was $179,000 of which $143,000 and $36,000 are current and deferred tax expense, respectively. There was no change in the valuation allowance during the three months ended March 31, 1996. 5 Note 3 - Prepaids, Intangibles and Other Prepaid, intangibles and other consist of the following: March 31 December 31 1996 1995 ---------- ---------- Prepaids and other $1,087,000 $1,005,000 Deferred debenture expense 202,000 206,000 Deferred financing costs 433,000 480,000 Acquisition costs 95,000 96,000 Deposits and advances 78,000 68,000 Patents 307,000 323,000 Goodwill and noncompete agreement 1,071,000 1,105,000 Investment in joint ventures 472,000 506,000 Long-term portion of officers' and employees' loans 339,000 292,000 ---------- ---------- $4,084,000 $4,081,000 ========== ========== Note 4 - Subsequent Event The Company amended its Revolving Credit Agreement with First Union Bank, increasing its line of credit from $4,000,000 to $7,000,000 with a one year extension until June 1998, effective May 9, 1996. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations - --------------------- Gross revenues for the three months ended March 31, 1996 increased 7.0% to $10.0 million versus $9.4 million in the previous year. Equipment rentals and maintenance revenue decreased $94,000 or 1.7% for the three months ended March 31, 1996 compared to the previous year. The decrease is due to the declining revenues from outdoor display and maintenance contracts previously acquired with the expectation of being a continually declining installation base although the decline is at a slower rate than originally anticipated, and is partially offset by an increase in new indoor and outdoor display rentals and maintenance contracts. Equipment sales increased 20.3% or $611,000 for the three months ended March 31, 1996 compared to the same period in the previous year. The increase is attributable primarily to sales of sports scoreboards which are manufactured at our Logan, Utah facility, which was acquired in the first quarter of 1995. Theatre receipts and other revenues increased $137,000 or 15.4% for the three months ended March 31, 1996 compared to the previous year. The increase is attributable to higher volume at the theatres. 6 The three month 1996 gross profit margin decreased to 39.6% as compared to 41.7% for the corresponding period in the previous year. The decrease was primarily attributable to the expected lower profit margin generated by sales of the outdoor displays. General and administrative expenses for the three months ended March 31, 1996 reflects a decrease of $127,000 or 4.0% as compared to the 1995 period. The decrease is due primarily to cost controls instituted by the Company. Interest income for the three months ended March 31, 1996 decreased $40,000 primarily attributable to reduced investments. Interest expense for the three months ended March 31, 1996 increased $10,000. The effective tax rate at March 31, 1996 and 1995 is 42.0%. The Company adopted the provisions of Statement of Financial Accounting Standards No. 121, "Accounting for Impairment of Long- Lived Assets and for Long-Lived Assets to be Disposed of" in the first quarter of 1996. In accordance with the standard, the Company evaluates the carrying value of its long-lived assets and identifiable intangibles, including goodwill, when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The adoption of the standard did not have any effect on the Company's consolidated financial position or results of operations. The Company also adopted the provisions of Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based Compensation" in the first quarter of 1996. As provided for in the standard, the Company continues to apply Accounting Principals Board Opinion No. 25, "Accounting for Stock Issued to Employees" and related interpretations for employee stock compensation measurement and will disclose the required pro forma information in the 1996 Form 10-K. Liquidity and Capital Resources - ------------------------------- The regular quarterly cash dividend for the first quarter of 1996 of $.035 per share on the Company's Common Stock and $.0315 per share on the Company's Class B Stock was declared by the Board of Directors on March 14, 1996 payable to stockholders of record as of March 29, 1996 and was paid April 15, 1996. The current cash position of the Company is adequate. The Company believes that its current cash position and working capital generated by operations will adequately meet its current operating and financing requirements. This is augmented by a Revolving Credit and Term Loan which was increased to $7,000,000 and extended to June 1998 in May 1996. At March 31, 1996, $1,700,000 was outstanding under the loan facility. 7 Cash and cash equivalents for the three months ended March 31, 1996 decreased by $496,000 in 1996 and $1,158,000 in 1995. The decrease in 1996 is primarily attributable to cash utilized for investment in rental equipment and an increase in accounts receivable which is attributable to the timing of large equipment sales. The decrease in 1995 was largely attributable to the acquisition of Integrated Systems Engineering, Inc. and payment of long-term debt. The Company continues to consider various financing alternatives. Part II - Other Information Item 6. Exhibits and Reports on Form 8-K - ------------------------------------------ (a) Exhibits 11 Computation of Earnings Per Share 27 Financial Data Schedule, which is submitted electronically to the Securities and Exchange Commission for information only and not filed. (b) No reports on Form 8-K were filed during the quarter covered by this report. 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. TRANS-LUX CORPORATION --------------------- (registrant) Date: May 14, 1996 /s/Angela D. Toppi ------------------------------- by: Angela D. Toppi Senior Vice President and Chief Financial Officer /s/Robert A. Carroll ------------------------------- by: Robert A. Carroll Chief Accounting Officer 8 EX-11 2 COMPUTATION OF EARNINGS PER SHARE
TRANS-LUX CORPORATION & SUBSIDIARIES EXHIBIT 11 COMPUTATION OF EARNINGS PER SHARE FOR THE THREE MONTHS ENDED MARCH 31, 1996 -------------- Primary: -------- Net income $248,000 ========== Average common shares outstanding 1,253,824 Assumes exercise of options reduced by the number of shares which could have been purchased with the proceeds from exercise of such options 9,232 --------- Average common and common equivalent shares outstanding 1,263,056 ========= Primary earnings per share $0.20 ========= Fully diluted: -------------- Net income $248,000 Add after tax interest expense applicable to 9% convertible subordinated debentures 66,000 --------- Adjusted net income $314,000 ========= Average common shares outstanding 1,253,824 Assumes exercise of options reduced by the number of shares which could have been purchased with the proceeds from exercise of such options 9,392 Assumes conversion of 9% convertible subordinated debentures 383,780 --------- Average common and common equivalent shares outstanding 1,646,996 ========= Fully diluted earnings per share $0.19 ========= Fully diluted earnings per share are not presented for 1995 as the effect is not dilutive.
EX-27 3 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED BALANCE SHEET AND THE CONSOLIDATED STATEMENT OF INCOME FILED AS PART OF THE QUARTERLY REPORT ON FORM 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS ON FORM 10-Q. 1,000 3-MOS DEC-31-1996 MAR-31-1996 169 572 3,073 0 1,932 6,125 70,475 23,796 58,405 8,439 5,931 2,740 0 0 18,963 58,405 3,619 10,033 2,327 6,064 0 0 547 427 179 248 0 0 0 248 .20 .19
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