|
|
|
|
|
|
|
|
|
|
|
|
|
SECURITIES AND EXCHANGE COMMISSIONS
WASHINGTON, D.C. 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 October 31, 1995
Commission File Number: 1-6339
UNIFLEX, INC.
(Exact Name of Registrant As Specified In Its Charter)
DELAWARE 11-2008652
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
383 West John Street, Hicksville, New York 11802
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: 516 - 932 - 2000
Indicate by check mark whether the registrant (1) has filed all report required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during 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: 2,396,332 shares of the
Company's common stock - $.10 par value - were outstanding as of December 1,
1995.
<PAGE>
UNIFLEX, INC.
INDEX
Page No.
PART I. FINANCIAL INFORMATION
Item 1. Financial statements
Consolidated condensed balance sheets -
October 31, 1995 (unaudited) and January 31, 1995 1
Consolidated condensed statements of income (unaudited) -
Nine months ended October 31, 1995 and 1994 2
Three months ended October 31, 1995 and 1994 3
Consolidated statements of changes in stockholders' equity
(unaudited) for the nine months ended October 31, 1995 4
Consolidated condensed statements of cash flows (unaudited)
for the nine months ended October 31, 1995 and 1994 5
Notes to consolidated condensed financial statements (unaudited) 6
Item 2. Management's discussion and analysis of financial
condition and results of operations 7-8
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security-Holders 9
Item 6. Exhibits and reports on Form 8-K 9
SIGNATURES 10
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
UNIFLEX, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
October 31, January 31,
ASSETS 1995 1995
---- ----
(Unaudited)
<S> <C> <C>
Current Assets
Cash and cash equivalents $ 765,444 $ 527,725
Accounts receivable 4,386,954 4,187,963
Inventory 3,097,324 3,081,291
Prepaid expenses 317,996 438,192
Other current assets 120,184 272,035
Deferred tax asset 294,000 301,000
----------- -----------
Total Current Assets 8,981,902 8,808,206
Property and Equipment 6,242,476 5,641,333
Intangible Assets 166,627 138,588
Other Assets 639,454 730,330
----------- -----------
Total Assets $16,030,459 $15,318,457
=========== ===========
LIABILITIES, MINORITY INTEREST AND STOCKHOLDERS' EQUITY
Current Liabilities
Current maturities of long-term debt $ 139,219 $ 110,940
Acquisition note payable -- 60,000
Accounts payable and accrued expenses 2,368,386 2,815,095
----------- -----------
Total Current Liabilities 2,507,605 2,986,035
Long-Term Debt 3,001,107 3,847,077
Deferred Rent 115,000 88,746
Deferred Compensation and Postretirement Medical Benefits 1,188,085 1,111,478
----------- -----------
Total Liabilities 6,811,797 8,033,336
----------- -----------
Minority Interest 192,500 --
----------- -----------
Stockholders' Equity
Common stock - par value $.10 per share
10,000,000 shares authorized, 2,396,332 shares
issued and outstanding 239,633 224,033
Additional paid-in capital 931,915 424,695
Retained earnings 7,917,667 6,720,821
----------- -----------
9,089,215 7,369,549
Less note receivable - stock purchase 63,053 84,428
----------- -----------
Total Stockholders' Equity 9,026,162 7,285,121
----------- -----------
Total Liabilities, Minority Interest and Stockholders' Equity $16,030,459 $15,318,457
=========== ===========
</TABLE>
The condensed consolidated balance sheet at January 31, 1995 has been derived
from the audited financial statements at that date.
The accompanying notes are an integral part of these condensed consolidated
financial statements.
1
<PAGE>
UNIFLEX, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
October 31,
-----------
1995 1994
---- ----
<S> <C> <C>
Net sales $ 24,282,289 $ 22,069,752
Cost of sales 15,538,336 13,650,349
------------ ------------
Gross profit 8,743,953 8,419,403
------------ ------------
Shipping and selling expenses 4,360,394 4,323,407
General and administrative expenses 2,105,905 2,163,860
------------ ------------
6,466,299 6,487,267
------------ ------------
Income before other expenses 2,277,654 1,932,136
------------ ------------
Other expenses:
Interest - net 329,808 299,245
Deferred compensation and postretirement medical benefits -- 72,489
------------ ------------
329,808 371,734
------------ ------------
Income before provision for income taxes 1,947,846 1,560,402
------------ ------------
Provision for income taxes:
Current 849,000 768,000
Deferred (98,000) (123,000)
------------ ------------
751,000 645,000
------------ ------------
Net income $ 1,196,846 $ 915,402
============ ============
Earnings per share .44 .34
============ ============
Weighted average number of common shares and
common share equivalents outstanding 2,723,941 2,726,229
============ ============
</TABLE>
The accompanying notes are an integral part of these consolidated condensed
financial statements.
2
<PAGE>
UNIFLEX, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
October 31,
-----------
1995 1994
---- ----
<S> <C> <C>
Net sales $ 8,754,093 $ 8,042,563
Cost of sales 5,434,836 4,674,226
----------- -----------
Gross profit 3,319,257 3,368,337
----------- -----------
Shipping and selling expenses 1,490,465 1,621,588
General and administrative expenses 724,377 777,375
----------- -----------
2,214,842 2,398,963
----------- -----------
Income before other expenses 1,104,415 969,374
----------- -----------
Other expenses:
Interest - net 96,637 107,639
Deferred compensation and postretirement medical benefits -- 26,163
----------- -----------
96,637 133,802
----------- -----------
Income before provision for income taxes 1,007,778 835,572
----------- -----------
Provision for income taxes:
Current 433,000 418,000
Deferred (26,000) (47,000)
----------- -----------
407,000 371,000
----------- -----------
Net income $ 600,778 $ 464,572
=========== ===========
Earnings per common share and common share equivalents:
Net income $ .22 $ .17
=========== ===========
Weighted average number of common shares and
common share equivalents outstanding 2,776,563 2,721,905
=========== ===========
</TABLE>
The accompanying notes are an integral part of these consolidated condensed
financial statements.
3
<PAGE>
UNIFLEX, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED OCTOBER 31, 1995 AND 1994
(Unaudited)
<TABLE>
<CAPTION>
Additional
Common Stock Paid-In Retained Note Receivable
Shares Amount Capital Earnings Stock Purchase Total
------ ------ ------- -------- -------------- -----
<S> <C> <C> <C> <C> <C> <C>
Balance at February 1, 1994 2,266,584 $ 226,658 $ 517,028 $ 5,554,881 $ (112,928) $ 6,185,639
Purchase and retirement of common stock (36,302) (3,630) (141,578) -- -- (145,208)
Amortization of note receivable -- -- -- -- 21,375 21,375
Net income -- -- -- 915,402 -- 915,402
----------- ----------- ----------- ----------- ----------- -----------
Balance at October 31, 1994 2,230,282 $ 223,028 $ 375,450 $ 6,470,283 $ (91,553) $ 6,977,208
=========== =========== =========== =========== =========== ===========
Balance at February 1, 1995 2,240,332 $ 224,033 $ 424,695 $ 6,720,821 $ (84,428) $ 7,285,121
Exercise of stock options 156,000 15,600 77,220 -- -- 92,820
Tax benefit from exercise
of stock options -- -- 430,000 -- -- 430,000
Amortization of note receivable -- -- -- -- 21,375 21,375
Net income -- -- -- 1,196,846 -- 1,196,846
----------- ----------- ----------- ----------- ----------- -----------
Balance at October 31, 1995 2,396,332 $ 239,633 $ 931,915 $ 7,917,667 $ (63,053) $ 9,026,162
=========== =========== =========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
4
<PAGE>
UNIFLEX, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
INCREASE (DECREASE) IN CASH
<TABLE>
<CAPTION>
Nine Months Ended
October 31,
-----------
1995 1994
---- ----
<S> <C> <C>
Net cash provided by operating activities $ 1,980,119 $ 534,170
----------- -----------
Cash flows from investing activities:
Purchase of property and equipment (779,172) (717,513)
Purchase of intangibles (79,095) --
----------- -----------
Net cash used in investing activities (858,267) (717,513)
----------- -----------
Cash flows from financing activities:
Minority interest contributed 27,500 --
Proceeds from long-term debt 7,500 250,000
Payment of notes payable (60,000) (40,000)
Payment of long-term debt (951,953) (83,205)
Proceeds from issuance of common stock 92,820 --
Purchase and retirement of common stock -- (145,208)
----------- -----------
Net cash used in financing activities (884,133) (18,413)
----------- -----------
Net increase (decrease) in cash and cash equivalent 237,719 (201,756)
Cash and cash equivalents - beginning of period 527,725 692,196
----------- -----------
Cash and cash equivalents - end of period $ 765,444 $ 490,440
=========== ===========
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
5
<PAGE>
UNIFLEX, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1. BASIS OF PRESENTATION:
In the opinion of management of the Company, the accompanying unaudited
consolidated condensed financial statements contain all adjustments (consisting
of only normal recurring adjustments) necessary to present fairly the financial
position of the Company as of October 31, 1995 and the results of operations and
cash flows for the nine months ended October 31, 1995 and 1994 and have been
prepared pursuant to the rules and regulations of the Securities and Exchange
Commission.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that these condensed financial
statements be read in conjunction with the audited financial statements and
notes thereto included in the Company's annual report on Form 10-K for the year
ended January 31, 1995.
The results of operations for the nine months ended October 31, 1995 are not
necessarily indicative of the operating results for the full year.
NOTE 2. INVENTORY:
A summary of inventory follows:
<TABLE>
<CAPTION>
October 31, January 31,
1995 1995
---- ----
(Unaudited)
<S> <C> <C>
Raw materials and supplies $1,965,396 $2,101,460
Work in process 296,442 356,888
Finished products 835,486 622,943
---------- ----------
$3,097,324 $3,081,291
========== ==========
</TABLE>
6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS & RESULTS
OF OPERATIONS.
NET SALES:
Net sales for the quarter ended October 31, 1995 were $8,754,000,
compared to $8,043,000 for the same quarter in the prior year, an increase of
$711,000 or 8.8%.
Net sales for the nine months ended October 31, 1995 were $24,282,000,
compared to $22,070,000 for the same period in the prior year, an increase of
$2,212,000 or 10.0%.
Net sales for the quarter ended October 31, 1995, compared to the
immediately preceding quarter ended July 31, 1995, increased from $7,568,000 to
$8,754,000, an increase of $1,186,000 or 15.7%.
The increases in net sales for the quarter and the nine months ended
October 31, 1995, were directly attributable to the growth in the Registrant's
Medical Products Division and were achieved despite the absence of net sales
from the Registrant's Hantico, Inc. subsidiary which ceased operations in
January 1995. Net sales at Hantico, Inc. were approximately $488,000 and
$1,445,000, respectively, for the quarter and the nine months ended October 31,
1994.
Uniflex Southwest L.L.C., d/b/a Cycle Plastics, which began operations
in April 1995 and commenced shipping product in June 1995, contributed net sales
of approximately $135,000 and $170,000, respectively, for the quarter and the
nine months ended October 31, 1995.
The Registrant's backlog at October 31, 1995 was $4,945,000 compared to
$4,774,000 at October 31, 1994, an increase of $171,000 or 3.6%.
COST OF SALES AND EXPENSES:
Cost of sales for the quarter ended October 31, 1995, compared to the
quarter ended October 31, 1994, increased from $4,674,000 to $5,435,000, an
increase of $761,000 or 16.3%. Cost of sales for the nine months ended October
31, 1995, compared to the nine months ended October 31, 1994, increased from
$13,650,000 to $15,538,000, an increase of $1,888,000 or 13.8%. These increases
were directly attributable to the increases in net sales achieved by the
Registrant.
For the quarter ended October 31, 1995, compared to the immediately
preceding quarter ended July 31, 1995, cost of sales increased from $5,077,000
to $5,435,000, an increase of $358,000 or 7.1%.
<PAGE>
For the quarter ended October 31, 1995, compared to the same period in
the prior year, gross profit decreased from $3,368,000 to $3,319,000, a decrease
of $49,000 or 1.5%. For the nine months ended October 31, 1995, compared to the
nine months ended October 31, 1994, gross profit increased form $8,419,000 to
$8,744,000, an increase of $325,000 or 3.9%. For the quarter ended October 31,
1995, compared to the immediately preceding quarter ended July 31, 1995, gross
profit increased from $2,491,000 to $3,319,000, an increase of $828,000 or
33.2%. The increase in net sales and stabilization of raw materials prices were
the primary factors which contributed to improved profitability.
For the quarter ended October 31, 1995, as compared to the quarter
ended October 31, 1994, shipping, selling and general and administrative
expenses decreased from $2,399,000 to $2,215,000, a decrease of $184,000 or
7.7%. For the nine months ended October 31, 1995, as compared to the nine months
ended October 31, 1994, shipping, selling and general and administrative
expenses decreased from $6,487,000 to $6,466,000, a decrease of $21,000 or .3%.
A reduction in freight out, promotional expenses and employee benefits accounted
primarily for this decrease.
OTHER EXPENSES:
For the quarter ended October 31, 1995, compared to the quarter ended
October 31, 1994, other expenses decreased $37,000 from $134,000 to $97,000. For
the nine months ended October 31, 1995, compared to the nine months ended
October 31, 1994, other expenses decreased $42,000 from $372,000 to $330,000.
These decreases were attributable to lower interest costs as a result of reduced
long-term borrowings.
WORKING CAPITAL AND LIQUIDITY:
Working capital increased to $6,474,000 at October 31, 1995, compared
to $5,910,000 at October 31, 1994, an increase of $564,000 or 9.6%. The ratio of
current assets to current liabilities was 3.6 to 1 at October 31, 1995. The
Registrant had outstanding borrowings under its line of credit facility of
$1,450,000 at October 31, 1995, and unused additional availability of
$2,050,000. The Registrant believes it has sufficient working capital and unused
lines of credit to meet its expected liquidity and capital reserve requirements
for the foreseeable future.
-2-
<PAGE>
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 27; Financial Data Schedule
(b) Report on Form 8-K - The Registrant filed no reports on Form
8-K during the quarter ended October 31, 1995.
9
<PAGE>
S I G N A T U R E S
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf of the
undersigned thereunto duly authorized.
UNIFLEX, INC.
(Registrant)
/s/ HERBERT BARRY
-------------------------------------
Herbert Barry (Chairman Of The Board)
/s/ ROBERT GUGLIOTTA
-------------------------------------
Robert Gugliotta (VP Finance)
Date: December 4, 1995
10
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Company's Form 10-Q for the quarter ended October 31, 1995 and is qualified in
its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JAN-31-1996
<PERIOD-END> OCT-31-1995
<CASH> 765,444
<SECURITIES> 0
<RECEIVABLES> 4,386,954
<ALLOWANCES> 165,379
<INVENTORY> 3,097,324
<CURRENT-ASSETS> 8,981,902
<PP&E> 6,242,476
<DEPRECIATION> 7,690,231
<TOTAL-ASSETS> 16,030,459
<CURRENT-LIABILITIES> 2,507,605
<BONDS> 0
<COMMON> 239,633
0
0
<OTHER-SE> 9,026,162
<TOTAL-LIABILITY-AND-EQUITY> 16,030,459
<SALES> 24,282,289
<TOTAL-REVENUES> 24,282,289
<CGS> 15,538,336
<TOTAL-COSTS> 22,004,635
<OTHER-EXPENSES> 329,808
<LOSS-PROVISION> 61,544
<INTEREST-EXPENSE> 329,808
<INCOME-PRETAX> 1,947,846
<INCOME-TAX> 751,000
<INCOME-CONTINUING> 1,196,846
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,196,846
<EPS-PRIMARY> .44
<EPS-DILUTED> .44
</TABLE>
|
|