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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[ x ]
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
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For the quarterly period ended June 30, 2000
OR
[ ]
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
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For the transition period from _____________ to ____________
Commission file number 1-457
BULOVA CORPORATION
(Exact name of registrant as specified in its charter)
New York
(State or other jurisdiction of incorporation or organization) |
11-1719409
(I.R.S. employer identification no.) |
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ONE BULOVA AVENUE, WOODSIDE, NY 11377-7874
Address of principal executive offices (Zip code)
(718) 204-3300
(Registrants telephone number, including area code)
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 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
Class
Common stock, $5 par value |
Outstanding at August 4, 2000
4,599,857 shares |
Page 1
Item | Page
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No. Part I. Financial Information | No.
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1. Financial Statements | |||||
Consolidated Condensed Balance Sheets | |||||
June 30, 2000 and December 31, 1999 | 3
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Consolidated Condensed Statements of Income | |||||
Three and six months ended June 30, 2000 and 1999 | 4
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Consolidated Condensed Statements of Cash Flows | |||||
Six months ended June 30, 2000 and 1999 | 5
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Notes to Consolidated Condensed Financial Statements | 6
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2. Managements Discussion and Analysis of Financial Condition and | |
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Results of Operations | 9
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Part II. Other Information | |||||
6. Exhibits and Reports on Form 8-K | 11
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Exhibit 27-Financial Data Schedule for the six months ended June 30, | |||||
2000 | 12
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BULOVA CORPORATION AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS (Amounts in thousands) |
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Assets | June 30,
2000 |
December 31,
1999 |
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Current Assets: | ||||||||
Cash and cash equivalents | $ | 27,299 | $ | 22,027 | ||||
Investments | 11,982 | 12,064 | ||||||
Accounts and notes receivable-net | 49,770 | 63,371 | ||||||
Inventories, principally watches and clocks | 43,119 | 36,787 | ||||||
Prepaid expenses | 1,923 | 913 | ||||||
Deferred income taxes | 11,651 | 11,289 | ||||||
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Total current assets | 145,744 | 146,451 | ||||||
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Property, plant and equipment-net | 15,155 | 15,186 | ||||||
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Other assets: | ||||||||
Deferred income taxes | 14,828 | 16,981 | ||||||
Other | 191 | 175 | ||||||
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Total other assets | 15,019 | 17,156 | ||||||
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Total assets | $ | 175,918 | $ | 178,793 | ||||
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Liabilities and Shareholders Equity | ||||||||
Current liabilities: | ||||||||
Accounts payable | $ | 2,598 | $ | 3,887 | ||||
Accrued expenses | 21,981 | 24,080 | ||||||
Accrued federal and foreign income taxes | 418 | 1,051 | ||||||
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Total current liabilities | 24,997 | 29,018 | ||||||
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Other liabilities and credits: | ||||||||
Postretirement benefits payable | 35,048 | 36,364 | ||||||
Pension benefits payable | 1,627 | 2,029 | ||||||
Other | 4,633
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Total other liabilities and credits | 36,675 | 43,026 | ||||||
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Shareholders equity | 114,246 | 106,749 | ||||||
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Total liabilities and shareholders equity | $ | 175,918 | $ | 178,793 | ||||
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See accompanying Notes to Consolidated Condensed Financial Statements.
Page 3
See accompanying Notes to Consolidated Condensed Financial Statements.
Page 4
See accompanying Notes to Consolidated Condensed Financial Statements.
Page 5
1. |
See Notes to Consolidated Financial Statements in the Annual Report on Form 10-K for the year ended December 31, 1999 filed with the Securities and Exchange Commission on March 27, 2000. |
There have been no changes in significant accounting policies since December 31, 1999. In addition, certain amounts applicable to prior periods have been reclassified to conform to classifications followed in 2000. |
2. |
Arbitral Award - On April 26, 2000 the Company and Benetton International N.V. (Benetton) settled all claims relating to the arbitration proceedings and license agreement referred to in Note 8 of the Notes to Consolidated Financial Statements included in Item 8 of the Companys Annual Report on Form 10-K for the year ended December 31, 1999 and, accordingly, the litigation with Benetton has been concluded. As a result of this settlement and cash payments by Ben |
3. |
Under the tax allocation agreement between the Company and its parent, Loews Corporation (Loews), the Company has paid Loews approximately $1,755, $1,080, $2,892 and $2,392 for the three and six months ended June 30, 2000 and 1999, respectively. |
See Note 3 of the Notes to Consolidated Financial Statements in the Annual Report on Form 10-K for the year ended December 31, 1999. |
4. |
Loews provides administrative and managerial services for which the Company was charged $750, $664, $1,500, and $1,329 for the three and six months ended June 30, 2000 and 1999, respectively. This expense is included in selling, general and administrative expenses. The cost allocated to the Company is estimated to be the incremental cost incurred by Loews in providing these services to the Company. |
5. |
For the three and six months ended June 30, 2000 and 1999, comprehensive income totaled $4,778, $2,512, $7,497 and $4,259, respectively. Comprehensive income includes all changes to shareholders equity, except those resulting from investments by owners and distributions to owners. Comprehensive income includes net income, foreign currency translation gains or losses, unrealized appreciation (depreciation) on marketable securities and pension liability adjustments. |
6. |
Shareholders equity: |
June 30,
2000 |
December 31,
1999 |
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Common stock | $ | 22,999 | $ | 22,999 | ||||
Additional paid-in capital | 23,197 | 23,197 | ||||||
Retained earnings | 71,077 | 63,334 | ||||||
Accumulated other comprehensive loss | (3,022 | ) | (2,776 | ) | ||||
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Total | 114,251 | 106,754 | ||||||
Less treasury stock, at cost | 5 | 5 | ||||||
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Total shareholders equity | $ | 114,246 | $ | 106,749 | ||||
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Page 6
7. Geographic Information:
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The Company operates in a single industry segment, the distribution and sale of watches and clocks under the brand names of Bulova, Caravelle and Accutron. Substantially all of the Companys sales are in the United States and Canada. The Company evaluates performance based on operating earnings of the respective geographic area and the geographic distribution of the Companys operating results are summarized in the following tables: |
Three Months Ended June 30, 2000
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United
States |
Canada | Total | ||||||||
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Sales | $ | 26,867 | $ | 3,086 | $ | 29,953 | |||||
Intercompany sales | (415 | ) | (415 | ) | |||||||
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Total net sales | $ | 26,452 | $ | 3,086 | $ | 29,538 | |||||
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Operating income | $ | 1,400 | $ | 415 | $ | 1,815 | |||||
Royalties | 6,234 | 6,234 | |||||||||
Interest-net | 649 | 34 | 683 | ||||||||
Other | 12 | (1 | ) | 11 | |||||||
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Income before tax | $ | 8,295 | $ | 448 | $ | 8,743 | |||||
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Three Months Ended June 30, 1999 | |||||||||||
Sales | $ | 27,107 | $ | 2,982 | $ | 30,089 | |||||
Intercompany sales | (685 | ) | (685 | ) | |||||||
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Total net sales | $ | 26,422 | $ | 2,982 | $ | 29,404 | |||||
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Operating income | $ | 2,236 | $ | 265 | $ | 2,501 | |||||
Royalties | 952 | 952 | |||||||||
Interest-net | 459 | 16 | 475 | ||||||||
Other | (35 | ) | (35 | ) | |||||||
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Income before tax | $ | 3,612 | $ | 281 | $ | 3,893 | |||||
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Six Months Ended June 30, 2000 | |||||||||||
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Sales | $ | 59,390 | $ | 6,458 | $ | 65,848 | |||||
Intercompany sales | (1,033 | ) | (1,033 | ) | |||||||
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Total net sales | $ | 58,357 | $ | 6,458 | $ | 64,815 | |||||
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Operating income | $ | 4,780 | $ | 806 | $ | 5,586 | |||||
Royalties | 6,818 | 6,818 | |||||||||
Interest-net | 1,097 | 53 | 1,150 | ||||||||
Other | 45 | 4 | 49 | ||||||||
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Income before tax | $ | 12,740 | $ | 863 | $ | 13,603 | |||||
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Six Months Ended June 30, 1999 | |||||||||||
Sales | $ | 53,279 | $ | 6,004 | $ | 59,283 | |||||
Intercompany sales | (1,002 | ) | (1,002 | ) | |||||||
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Total net sales | $ | 52,277 | $ | 6,004 | $ | 58,281 | |||||
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Operating income | $ | 4,669 | $ | 782 | $ | 5,451 | |||||
Royalties | 1,891 | 1,891 | |||||||||
Interest-net | 844 | 33 | 877 | ||||||||
Other | (92 | ) | 5 | (87 | ) | ||||||
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Income before tax | $ | 7,312 | $ | 820 | $ | 8,132 | |||||
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Page 7
8. |
In the opinion of Management, the accompanying consolidated condensed financial statements reflect all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of June 30, 2000 and December 31, 1999 and the results of operations for the three and six months ended June 30, 2000 and 1999 and changes in cash flows for the six months ended June 30, 2000 and 1999, respectively. |
Results of operations for the second quarter and first six months of each of the years is not necessarily indicative of results of operations for that entire year. |
Page 8
Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
Liquidity and Capital Resources:
The Company generated net cash flow from operations of $5,620,000 and $9,267,000 for the six months ended June 30, 2000 and 1999, respectively. The decrease in net cash flow compared to
the corresponding period of the prior year is primarily the result of an increase in inventory purchases necessary to meet the Companys sales forecast, and an increase in payments related to income taxes, partially offset by a higher collection of
accou
The Companys investments consist primarily of U.S. Treasury notes. Cash and cash equivalents, and investments amounted to approximately $39,281,000 at June 30, 2000, as compared to
approximately $34,091,000 at December 31, 1999. The Company expects existing cash and investment balances and cash flow from operations will be sufficient to fund anticipated working capital requirements. Results of Operations: Net sales increased $134,000 and $6,534,000, for the three and six months ended June 30, 2000, respectively, as compared to the prior year. Income before taxes increased $4,850,000 and
$5,471,000 for the three and six months ended June 30, 2000, respectively, as compared to the prior year. The increase in net sales for the six months ended June 30, 2000, as compared to the same period in the prior year, is primarily attributable to the
unit
The Companys overall gross margins are primarily affected by three major factors: sales mix, product pricing strategy and efficient procurement practices. Gross profit as a
percentage of net sales increased to 50.4% and 49.7% for the three and six months ended June 30, 2000, respectively, as compared to 49.4% and 48.4% for the prior year. This increase reflects the Companys efforts to achieve its price targets, as well
as maintai
The Companys operating expenses consist primarily of advertising, selling, general and administrative expenses. Operating expenses as a percentage of net sales for the three and six
months ended June 30, 2000, was 44.2% and 41.1%, respectively, as compared to 40.9% and 39.1% for the corresponding prior year period. The increase reflects an increased level of brand support and advertising expenses. This increase was planned and reflects
fforts to maintain brand image and identity. Royalty income represents payments by licensees in Europe and the Far East. Royalty income, excluding the Benetton settlement decreased by $213,000 and $568,000 for the three and six
months ended June 30, 2000, respectively, as compared to the corresponding period of the prior year, due to the expiration of an agreement with the Companys South American distributor. The European and Far East license agreements expire on December 31, 2001. These licensees are based in Hong Kong and are affiliated companies. The Company has commenced discussions with
the licensees and others with regard to the current and future status of the license agreements in these territories. The Company cannot predict the outcome of these discussions. Any reduction in license fees would negatively impact results of operations
and
Interest income increased by $213,000 and $276,000 for the three and six months ended June 30, 2000, as compared to the corresponding period in 1999, respectively, due primarily to an
increase in the effective rate of return earned on the invested assets as well as an increased level of invested assets. Foreign Currency The Company imports most of its watch and clock products. During the first six months of 2000 approximately 10% of the Companys purchases were denominated in Japanese yen. The
remaining purchases Page 9 were primarily denominated in US dollars and acquired from vendors located in Europe, Hong Kong and other Asian countries. Foreign currency fluctuations have not had a material impact on
the results of operations for the quarter and six months ended June 30, 2000 and 1999. Future foreign currency fluctuations, however, could impact gross profit, income, and cash flow. Forward-Looking Statements When included in this Report, the words believes, expects, intends, anticipates, estimates and analogous expressions are
intended to identify forward-looking statements. Such statements inherently are subject to a variety of risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties include, among others,
general e
Page 10
Exhibits
(27) Financial Data Schedule for the six months ended June 30, 2000.
Current reports on Form 8-K There were no reports on Form 8-K filed for the three months ended June 30, 2000. 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. Page 11
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a)
(b)
SIGNATURES
BULOVA CORPORATION
(Registrant)
Dated: August 8, 2000
/s/ Paul S. Sayegh
PAUL S. SAYEGH
Chief Operating Officer
(Duly authorized officer
and principal financial officer)
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