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 July 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: 2,240,332 shares of the
Company's common stock - $.10 par value - were outstanding as of September 1,
1995.
<PAGE>
UNIFLEX, INC.
INDEX
Page No.
PART I. FINANCIAL INFORMATION
Item 1. Financial statements
Consolidated condensed balance sheets -
July 31, 1995 (unaudited) and January 31, 1995 1
Consolidated condensed statements of income (unaudited) -
Six months ended July 31, 1995 and 1994 2
Three months ended July 31, 1995 and 1994 3
Consolidated condensed statements of cash flows (unaudited)
for the six months ended July 31, 1995 and 1994 4
Notes to consolidated condensed financial statements (unaudited) 5
Item 2. Management's discussion and analysis of financial
condition and results of operations 6 - 7
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security-Holders 8
Item 6. Exhibits and Reports on Form 8-K 8
SIGNATURES 9
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<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. Financial Statements
UNIFLEX, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
July 31, January 31,
ASSETS 1995 1995
------ ---- ----
(Unaudited)
<S> <C> <C>
Current Assets
Cash and cash equivalents $ 1,064,711 $ 527,725
Accounts receivable 3,695,555 4,187,963
Inventory 3,216,240 3,081,291
Prepaid expenses 340,432 438,192
Other current assets 208,620 272,035
Deferred tax asset 297,000 301,000
------------ ------------
Total Current Assets 8,822,558 8,808,206
Property and Equipment 6,214,530 5,641,333
Intangible Assets 169,331 138,588
Other Assets 595,311 730,330
------------ ------------
Total Assets $ 15,801,730 $ 15,318,457
============ ============
LIABILITIES, MINORITY INTEREST AND STOCKHOLDERS' EQUITY
Current Liabilities
Current maturities of long-term debt $ 138,786 $ 110,940
Acquisition note payable 60,000 60,000
Accounts payable and accrued expenses 2,559,687 2,815,095
------------ ------------
Total Current Liabilities 2,758,473 2,986,035
Long-Term Debt 3,686,004 3,847,077
Deferred Rent 107,500 88,746
Deferred Compensation and Postretirement Medical Benefits 1,161,814 1,111,478
------------ ------------
Total Liabilities 7,713,791 8,033,336
------------ ------------
Minority Interest 192,500 --
------------ ------------
Stockholders' Equity
Common stock - par value $.10 per share
10,000,000 shares authorized, 2,240,332 shares
issued and outstanding 224,033 224,033
Additional paid-in capital 424,695 424,695
Retained earnings 7,316,889 6,720,821
------------ ------------
7,965,617 7,369,549
Less note receivable - stock purchase (70,178) (84,428)
------------ ------------
Total Stockholders' Equity 7,895,439 7,285,121
------------ ------------
Total Liabilities, Minority Interest and Stockholders' Equity $ 15,801,730 $ 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.
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<PAGE>
UNIFLEX, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
July 31,
--------
1995 1994
---- ----
<S> <C> <C>
Net sales $ 15,528,196 $ 14,027,189
Cost of sales 10,103,500 8,976,123
------------ ------------
Gross profit 5,424,696 5,051,066
------------ ------------
Shipping and selling expenses 2,869,929 2,701,819
General and administrative expenses 1,381,528 1,386,485
------------ ------------
4,251,457 4,088,304
------------ ------------
Income before other expenses 1,173,239 962,762
------------ ------------
Other expenses:
Deferred compensation and postretirement medical benefits -- 46,326
Interest - net 233,171 191,606
------------ ------------
233,171 237,932
------------ ------------
Income before provision for income taxes 940,068 724,830
------------ ------------
Provision for income taxes:
Current 416,000 350,000
Deferred (72,000) (76,000)
------------ ------------
344,000 274,000
------------ ------------
Net income $ 596,068 $ 450,830
============ ============
Earnings per share .22 .17
============ ============
Weighted average number of common shares and
common share equivalents outstanding 2,719,043 2,724,740
============ ============
</TABLE>
The accompanying notes are an integral part of these consolidated condensed
financial statements.
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<PAGE>
UNIFLEX, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
July 31,
--------
1995 1994
---- ----
<S> <C> <C>
Net sales $ 7,567,787 $ 7,105,050
Cost of sales 5,076,831 4,631,157
----------- -----------
Gross profit 2,490,956 2,473,893
----------- -----------
Shipping and selling expenses 1,383,303 1,441,661
General and administrative expenses 674,863 711,707
----------- -----------
2,058,166 2,153,368
----------- -----------
Income before other expenses 432,790 320,525
----------- -----------
Other expenses:
Deferred compensation and postretirement medical benefits -- 23,163
Interest - net 111,351 103,128
----------- -----------
111,351 126,291
----------- -----------
Income before provision for income taxes 321,439 194,234
----------- -----------
Provision for income taxes:
Current 136,000 95,000
Deferred (36,000) (38,000)
----------- -----------
100,000 57,000
----------- -----------
Net income $ 221,439 $ 137,234
=========== ===========
Earnings per common share and common share equivalents:
Net income $ .08 $ .05
=========== ===========
Weighted average number of common shares and
common share equivalents outstanding 2,730,152 2,724,811
=========== ===========
</TABLE>
The accompanying notes are an integral part of these consolidated condensed
financial statements.
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<PAGE>
UNIFLEX, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
INCREASE (DECREASE) IN CASH
<TABLE>
<CAPTION>
Six Months Ended
July 31,
--------
1995 1994
---- ----
<S> <C> <C>
Net cash provided by operating activities $ 1,397,412 $ 286,367
----------- -----------
Cash flows from investing activities:
Purchase of property and equipment (560,346) (480,542)
Purchase of intangibles (67,591) --
----------- -----------
Net cash used in investing activities (627,937) (480,542)
----------- -----------
Cash flows from financing activities:
Minority interest contributed 27,500 --
Proceeds from long-term debt 7,500 50,000
Payment of long-term debt (267,489) (55,470)
----------- -----------
Net cash used in financing activities (232,489) (5,470)
----------- -----------
Net increase (decrease) in cash 536,986 (199,645)
Cash and cash equivalents - beginning of period 527,725 692,196
----------- -----------
Cash and cash equivalents - end of period $ 1,064,711 $ 492,551
=========== ===========
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
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<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 July 31, 1995 and the results of operations and
cash flows for the six months ended July 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 six months ended July 31, 1995 are not
necessarily indicative of the operating results for the full year.
NOTE 2. INVENTORY:
A summary of inventory follows:
July 31, January 31,
1995 1995
---- ----
(Unaudited)
Raw materials and supplies $2,169,621 $2,101,460
Work in process 263,864 356,888
Finished products 782,755 622,943
---------- ----------
$3,216,240 $3,081,291
========== ==========
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<PAGE>
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.
NET SALES:
Net sales for the quarter ended July 31, 1995 were $7,568,000, compared to
$7,105,000 for the quarter ended July 31, 1994, an increase of $463,000 or 6.5%.
Net sales for the six months ended July 31, 1995 were $15,528,000, compared to
$14,027,000 for the six months ended July 31, 1994, an increase of $1,501,000 or
10.7%.
The increases in net sales were achieved despite the loss of net sales from the
Registrant's Hantico, Inc. subsidiary which ceased operations in January 1995.
Net sales at Hantico, Inc. were approximately $471,000 and $957,000,
respectively, for the quarter and the six months ended July 31, 1994.
The Registrant's Medical Products Division contributed approximately $390,000
and $695,000, respectively, to the increases in net sales for the quarter and
the six months ended July 31, 1995. The Registrant's Haran Packaging Division
contributed approximately $130,000 to the increase in net sales for the six
months ended July 31, 1995. In addition, the increases in net sales by the
Registrant to the advertising specialty industry were approximately $250,000 and
$500,000, respectively, for the quarter and the six months ended July 31, 1995.
Net sales for the quarter ended July 31, 1995, compared to the immediately
preceding quarter ended April 30, 1995, decreased $392,000 or 4.9%. This
decrease was attributable to a change in the mix of products shipped.
The Registrant's backlog at July 31, 1995, was $4,482,000 compared to $3,510,000
at July 31, 1994, an increase of $972,000 or 27.7%.
COST OF SALES AND EXPENSES:
For the quarter ended July 31, 1995, compared to the quarter ended July 31,
1994, cost of sales increased to $5,077,000, compared to $4,631,000, an increase
of $446,000 or 9.7%. This increase was directly attributable to increased sales.
Cost of sales for the six months ended July 31, 1995, compared to the six months
ended July 31, 1994, increased $1,127,000 or 12.6%. This increase was directly
attributable to increased sales.
The rising cost of raw materials caused the Registrant's gross profit percentage
for the quarter ended July 31, 1995, compared to the quarter ended July 31,
1994, to decrease from 34.8% to 32.9% and for the six months ended July 31,
1995, as compared to the six months ended July 31, 1994, to decrease from 36.0%
to 34.9%.
Shipping, selling, general and administrative expenses for the quarter ended
July 31, 1995, decreased $95,000 from $2,153,000 to $2,058,000, or 4.6%. For the
six months ended July 31, 1995, compared to the six months ended July 31, 1994,
shipping, selling, general and administrative expenses increased to $4,251,000
from $4,088,000 or 3.9%. The increase for the six months ended July 31, 1995 was
directly attributable to increased sales.
INTEREST EXPENSE:
Interest expense for the quarter ended July 31, 1995, compared to the quarter
ended July 31, 1994, increased $8,000, or 7.8%, from $103,000 to $111,000.
Interest expense for the six months ended July 31, 1995,
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<PAGE>
compared to the six months ended July 31, 1994, increased $42,000 from $191,000
to $233,000, or 22.0%. This increase was attributable to increased borrowings
required to fund the start-up of the Registrant's Cycle Plastics subsidiary.
WORKING CAPITAL AND LIQUIDITY:
Working capital increased to $6,064,000 at July 31, 1995, compared to $5,507,000
at July 31, 1994, an increase of $557,000. This was a direct result of the
Registrant's profitability. The ratio of current assets to current liabilities
was 3.2 to 1 at July 31, 1995 compared to 3.5 to 1 at July 31, 1994. 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.
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<PAGE>
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security-Holders.
The Annual Meeting of Stockholders of the Registrant was held on
June 21, 1995. Robert K. Semel, Kurt Vetter and Steven Wolosky were reelected to
the Board of Directors to serve until the 1998 Annual Meeting of Stockholders
and until their respective successors are elected and qualify. There were
1,841,342 votes cast in favor of such reelections. The other directors whose
term of office continued after the Annual Meeting are Warner J. Heuman, Herbert
Barry, Martin Gelerman, Erich Vetter, Manfred Heuman and Martin Brownstein.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Exhibit 27; Financial Data Schedule
(b) Reports on Form 8-K; The Registrant filed no reports on
Form 8-K during the quarter ended July 31, 1995.
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<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: September 11, 1995
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<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Company's Form 10-Q for the quarter ended July 31, 1995 and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JAN-31-1996
<PERIOD-END> JUL-30-1995
<CASH> $ 1,064,711
<SECURITIES> 0
<RECEIVABLES> 3,695,555
<ALLOWANCES> 156,548
<INVENTORY> 3,216,240
<CURRENT-ASSETS> 8,822,558
<PP&E> 6,214,530
<DEPRECIATION> 7,499,351
<TOTAL-ASSETS> 15,801,730
<CURRENT-LIABILITIES> 2,758,473
<BONDS> 0
<COMMON> 224,033
0
0
<OTHER-SE> 7,671,406
<TOTAL-LIABILITY-AND-EQUITY> 15,801,730
<SALES> 15,528,196
<TOTAL-REVENUES> 15,528,196
<CGS> 10,103,500
<TOTAL-COSTS> 14,354,957
<OTHER-EXPENSES> 233,171
<LOSS-PROVISION> 41,925
<INTEREST-EXPENSE> 233,171
<INCOME-PRETAX> 940,068
<INCOME-TAX> 344,000
<INCOME-CONTINUING> 596,068
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 596,068
<EPS-PRIMARY> .22
<EPS-DILUTED> .22
</TABLE>
