UNITED STATES 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 DECEMBER 31, 1998
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission File Number 0-9010
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ROBINSON NUGENT, INC.
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(Exact name of registrant as specified in its charter)
INDIANA 35-0957603
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- --------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
800 East Eighth Street, New Albany, Indiana 47151-1208
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (812) 945-0211
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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 practical date:
As of January 31, 1998, the registrant had outstanding 4,906,220
common shares without par value.
The Index to Exhibits is located at page 15 in the sequential
numbering system. Total pages: 17.
<PAGE>
ROBINSON NUGENT, INC. AND SUBSIDIARIES
INDEX
Page No.
-------
PART I. Financial Information:
Item 1. Financial Statements
Consolidated balance sheets at December 31, 1998,
December 31, 1997 and June 30, 1998
.....3
Consolidated statements of operations for the three and
six months ended December 31, 1998 and December 31,
1997 .....5
Consolidated statements of cash flows for the six
months ended December 31, 1998 and December 31,1997 .....6
Notes to consolidated financial statements .....7
Item 2. Management's discussion and analysis of financial
condition and results of operations .....8
PART II. Other Information ....12
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ROBINSON NUGENT, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
<TABLE>
<CAPTION>
December 31 June 30
------------------ -------
ASSETS 1998 1997 1998
------- ------- -------
(Unaudited)
<S> <C> <C> <C>
Current assets:
Cash and cash equivalents $ 716 $ 2,990 $ 959
Accounts receivable, net 10,024 10,090 9,274
Inventories:
Raw materials 877 1,146 1,497
Work in process 6,071 6,869 5,595
Finished goods 3,512 3,319 2,970
------- ------- -------
Total inventories 10,460 11,334 10,062
Other current assets 2,464 1,688 2,012
------- ------- -------
Total current assets 23,664 26,102 22,307
------- ------- -------
Property, plant & equipment, net 20,393 21,204 19,424
Other assets 469 133 571
------- ------- -------
Total assets $44,526 $47,439 $42,302
======= ======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (CONTINUED)
ROBINSON NUGENT, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
December 31 June 30
------------------ -------
LIABILITIES AND SHAREHOLDERS' EQUITY 1998 1997 1998
------- ------- -------
(Unaudited)
<S> <C> <C> <C>
Current liabilities:
Current installments of
long-term debt $ 466 $ 370 $ 367
Short-term bank borrowings -- -- 570
Accounts payable 6,052 5,447 5,147
Accrued expenses 4,410 3,617 5,483
Income taxes -- 995 --
------- ------- -------
Total current liabilities 10,928 10,429 11,567
------- ------- -------
Long-term debt, excluding current
installments 10,220 6,564 7,607
Other liabilities 1,080 -- --
Deferred income taxes -- 824 --
------- ------- -------
Total liabilities 22,228 17,817 19,174
------- ------- -------
Shareholders' equity:
Common shares without par value
Authorized shares: 15,000,000;
issued 6,851,250 shares 20,950 20,996 20,950
Retained earnings 13,241 20,632 14,563
Equity adjustment from foreign
currency translation 1,092 1,113 713
Employee stock purchase plan loans
and deferred compensation (89) (123) (106)
Less 1,945,030 treasury shares (12,896) (12,996) (12,992)
------- ------- -------
Total shareholders' equity 22,298 29,622 23,128
------- ------- -------
Total liabilities and shareholders'
equity $44,526 $47,439 $42,302
======= ======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (CONTINUED)
ROBINSON NUGENT, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
December 31 December 31
------------------ ------------------
1998 1997 1998 1997
------- ------- ------- -------
(Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
Net sales $17,502 $19,576 $32,416 $38,119
Cost of sales 13,625 16,052 25,711 31,209
------- ------- ------- -------
Gross profit 3,877 3,524 6,705 6,910
Selling, general and
administrative
expenses 3,280 3,550 6,698 7,200
Special and unusual charges 293 -- 1,091 --
------- ------- ------- -------
Operating income (loss) 304 (26) (1,084) (290)
------- ------- ------- -------
Other income (expense):
Interest income 18 20 31 51
Interest expense (196) (135) (360) (269)
Royalty income -- 1 -- 2
Currency gain (loss) 3 (68) (64) 88
------- ------- ------- -------
(175) (182) (393) (128)
------- ------- ------- -------
Income (loss) before
income taxes 129 (208) (1,477) (418)
Income taxes 90 24 (199) (54)
------- ------- ------- -------
Net income (loss) $ 39 $ (232) $(1,278) $ (364)
------- ------- ------- -------
Other comprehensive income, net of tax:
Foreign currency translation
adjustments 24 (359) 379 (960)
------- ------- ------- -------
Comprehensive income $ 63 $ (591) $ (899) $(1,324)
======= ======= ======= =======
PER SHARE DATA:
Net income (loss) per
common share $ .01 $ (.05) $ (.26) $ (.07)
======= ======= ======= =======
Weighted average number of
common shares outstanding 4,896 4,892 4,896 4,892
======= ======= ======= =======
Net income (loss) per
common share
assuming dilution $ .01 $ (.05) $ (.26) $ (.07)
======= ======= ======= =======
Adjusted weighted average
number of
common shares including
common
share equivalents 4,896 4,892 4,896 4,892
======= ======= ======= =======
Dividends per common share $ -- $ .03 $ -- $ .06
======= ======= ======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (CONTINUED)
ROBINSON NUGENT, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
<TABLE>
<CAPTION>
Six Months Ended
December 31
------------------
1998 1997
------- -------
(Unaudited)
<S> <C> <C>
Cash flows from operating activities:
Net loss $(1,278) $ (364)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation and amortization 2,109 2,994
Losses from disposition of capital
assets 14 4
Change in assets and liabilities:
Receivables (750) 1,694
Inventories (398) (234)
Other current assets (633) (320)
Accounts payable and accrued expenses 912 (761)
Income taxes (291) (597)
------- -------
Net cash provided by (used in)
operating activities (315) 2,416
Cash flows from investing activities:
Capital expenditures (2,753) (3,555)
Decrease in other assets (11) (38)
------- -------
Net cash used in
investing activities (2,764) (3,593)
------- -------
Cash flows from financing activities:
Proceeds from long-term debt 4,170 1,000
Repayments of long-term debt (1,603) (279)
Cash dividends paid -- (294)
Repayments of employee stock
purchase plan loans 15 14
Proceeds from stock purchase plan
terminations -- 50
Grants of treasury shares 52 --
Stock options exercised -- 32
------- -------
Net cash provided by
financing activities 2,634 523
------- -------
Effect of exchange rate
changes on cash 202 (474)
------- -------
Decrease in cash and cash equivalents (243) (1,128)
Cash and cash equivalents at
beginning of period 959 4,118
------- -------
Cash and cash equivalents at end of period $ 716 $2,990
======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (CONTINUED)
ROBINSON NUGENT, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
DECEMBER 31, 1998 AND 1997, AND JUNE 30, 1998
1. In the opinion of management, the accompanying unaudited
consolidated financial statements contain all adjustments
necessary (all of which are normal and recurring) to present
fairly the financial position of the Company and its
subsidiaries, results of operations, and cash flows in
conformity with generally accepted accounting principles. The
results of operations for the interim period are not necessarily
an indicator of results to be expected for the entire year.
2. Reference is directed to the Company's consolidated financial
statements (Form 10-K), including references to the Annual
Report, for the year ended June 30, 1998 and management's
discussion and analysis included in Part I, Item 2 in this
report.
3. The Company recorded special and unusual charges of $293,000,
before taxes, in the quarter and $1,091,000 year to date. These
expenses are presented separately as a component of the
operating loss in the consolidated statements of operations.
The year-to-date special and unusual expenses include $532,000
of expenses related to the move of the Company's cable assembly
operations from North Carolina to Reynosa, Mexico. Also
included are $559,000 of personnel costs incurred to design and
implement a new worldwide information system that not only
satisfies Year 2000 requirements, but will also provide improved
internal and external data communications and more effective
management information.
4. The Financial Accounting Standards Board has issued SFAS No.
130 "Reporting Comprehensive Income" and SFAS No. 131 "Disclosures
about Segments of an Enterprise and Related Information." The
Company adopted these new standards in fiscal 1999, and they became
effective in this quarterly report.
SFAS No. 130 establishes standards for reporting and display of
comprehensive income and its components (revenues, expenses,
gains and losses) in a full set of general-purpose financial
statements.
SFAS No. 131 specifies the way that public business enterprises
report information about operating segments in annual financial
statements and requires enterprises to report selected
information about operating segments in interim financial
reports issued to shareholders. It also establishes standards
for related disclosures about products and services, geographic
areas and major customers.
<PAGE>
5. The following tables present the Company's revenues and income
(loss) before income taxes by geographic segment:
<TABLE>
<CAPTION>
NET SALES
Three Months Ended Six Months Ended
December 31 December 31
------------------- ----------
1998 1997 1998 1997
-------- -------- ------- -------
<S> <C> <C> <C> <C>
United States:
Domestic $10,958 $12,064 $20,758 $23,436
Export:
Europe -- 37 -- 58
Asia -- -- -- 7
Rest of world 666 357 1,005 713
------- ------- ------- -------
Total export sales 666 394 1,005 778
------- ------- ------- -------
Total sales to
customers 11,624 12,458 21,763 24,214
Intercompany 1,382 2,100 2,254 4,338
------- ------- ------- -------
Total United
States 13,006 14,558 24,017 8,552
------- ------- ------- -------
Europe:
Total sales to
domestic
customers 4,346 5,280 7,821 9,952
Intercompany 469 1,171 1,027 2,252
------- ------- ------- -------
Total Europe 4,815 6,451 8,848 12,204
------- ------- ------- -------
Asia:
Total sales to
Domestic
customers 1,532 1,838 2,832 3,953
Intercompany 1,027 856 1,918 1,703
------- ------- ------- -------
Total Asia 2,559 2,694 4,750 5,656
------- ------- ------- -------
Eliminations (2,878) (4,127) (5,199) (8,293)
------- ------- ------- -------
Consolidated $17,502 $19,576 $32,416 $38,119
======= ======= ======= =======
</TABLE>
<TABLE>
<CAPTION>
INCOME (L0SS) BEFORE INCOME TAXES:
Three Months Ended Six Months Ended
December 31 December 31
------------------- ----------------
1998 1997 1998 1997
------- ------- ------- -------
<S> <C> <C> <C> <C>
United States(1) $ 150 $ (112) $ (780) $ (475)
Europe (29) (85) (585) (15)
Asia 8 (11) (112) 72
------- ------- ------- -------
Consolidated $ 129 $ (208) $(1,477) $ (418)
======= ======= ======= =======
</TABLE>
(1) United States income (loss) before income taxes for the quarter
and the six months ended December 31, 1998 includes the special
and unusual charges of $293,000 and $1.1 million, respectively.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
- ---------------------
Customer orders for the quarter ended December 31, 1998, amounted to
$18.0 million, up 7 percent from orders of $16.8 million in the
first quarter of the year, and up 37 percent from orders of $13.1
million in the fourth quarter of the prior year. This increase over
the prior quarter reflects a 17 percent increase in Europe and a 38
percent increase in Asia. Customer orders in the United States were
$11.7 million in the first and second quarters of the year. The
Company increased its backlog of unshipped orders in the quarter by
$0.5 million or 4 percent, to $12.8 million. The Company increased
its backlog in every geographic region it serves. The backlog in
the United States increased by $0.1 million or 1 percent, while
Europe and Asia were up $.2 million (6 percent) and $.2 million (17
percent) respectively. Customer orders were $19.9 million in the
second quarter of the prior year, and the backlog of unshipped
orders at December 31, 1997, was $14.5 million. Based on the
improved incoming order activity overseas and a higher backlog of
unshipped orders, management anticipates higher sales levels and
increased profitability as the year progresses. Net sales for the
quarter were $17.5 million compared to $14.9 million in the first
quarter of the year, and $19.6 million in the same period a year
ago. Net sales for the six months ended December 31, 1998 were
$32.4 million compared to $38.1 million in the prior year.
Customer sales in the United States were $11.0 million compared to
$12.1 million in the second quarter of the prior year, and $10.1
million in the prior quarter. The Company continues to experience a
decline in the sales of its more mature products, such as integrated
circuit sockets and several versions of connectors used in older
backpanel technology. The Company continues to experience higher
levels of incoming orders and sales activity on its more profitable
METPAKr2 connectors, and its high-density, surface mount, fine pitch
board-to-board interconnect systems. These types of connectors are
used in high-speed routers, computer workstations, high-end servers
and other communication and networking components.
European customer sales were $4.3 million compared to $5.3 million
in the second quarter of the prior year, and $3.5 million in the
prior quarter. This increase in sales over the prior quarter is due
primarily to management's decision to refocus the European sales
team's efforts on more profitable business niches. The higher
sales reflect an increase in sales of newer, more profitable smart
card reader and PCMCIA connectors. These connectors are currently
in demand for applications in communications and digital satellite
receivers in Europe. Based on higher incoming order activity and
an increase in the backlog of unshipped orders in these product
categories, management anticipates improved performance in this
region as the year progresses.
Customer sales in Asia, which includes sales generated from
operations in Japan, Malaysia and Singapore, were $1.5 million in
the quarter compared to $1.8 million in the second quarter of the
prior year, and $1.3 million in the prior quarter. The economic and
social conditions in the region and the instability of the Japanese
yen and other Asian currencies impacted sales in the quarter. The
continuing strength of the dollar and the pound sterling compared to
these Asian currencies has perpetuated the high relative cost of
products produced in North America and Europe, compared to products
produced locally in the region.
<PAGE>
Gross profits improved in the quarter ended December 31, 1998 to
$3,877,000 or 22.2 percent of net sales, compared to $3,524,000 or
18 percent of net sales in the prior year. Gross profits are net of
engineering charges associated with new product development, which
amounted to $888,000 or 5.1 percent of net sales in the current
quarter compared to $884,000 or 4.5 percent of net sales in the
prior year. The increase in gross profits in the quarter compared
to the prior year reflects higher gross margins, improved
manufacturing efficiencies in the face of continued competitive
price pressures worldwide and the effect of manufacturing cost
reduction programs.
Selling, general and administrative expenses of $3,280,000 for the
three months ended December 31, 1998 decreased 7.6 percent compared
to expenses of $3,550,000 in the prior year. Lower sales and
marketing expenses in the United States and Europe, coupled with
lower administrative expenses in Asia, were partially offset by an
increase in administrative, recruiting and compensation expenses in
the United States.
The Company recorded special and unusual charges of $293,000, before
taxes, in the quarter and $1.1 million year to date. These expenses
include $532,000 of special charges related to the move of the
Company's cable assembly operations from North Carolina to Reynosa,
Mexico, which were recorded in the first quarter of the year. The
year-to-date special and unusual expenses also include $559,000 of
personnel costs incurred to design and implement a new worldwide
information system.
Other income and expense for the three months ended December 31,
1998 reflect net expenses of $175,000 compared to $182,000 for the
comparable three-month period in the prior year. Other income and
expense reflects a $3,000 currency gain in the current quarter,
compared to a $68,000 currency loss in the second quarter of the
prior year. The currency gain reflects a gain of $67,000 generated
in the United States, offset by currency losses of $33,000 in Europe
and $31,000 in Asia. Interest expense increased from $135,000 in the
prior period to $196,000 in the current quarter due primarily to an
increase in long-term debt.
The provision for income taxes was provided using the appropriate
effective tax rates for each of the tax jurisdictions in which the
Company operates. Income tax expense has been accrued for income
generated in the United States, but no tax benefit has been
recognized on pretax losses incurred in Belgium, Scotland, Malaysia
and Japan. The Company maintains a valuation allowance for tax
benefits of prior period net operating losses in various
jurisdictions. At such time as management is able to project the
probable utilization of all or part of these net operating loss
carryforward provisions, the valuation allowances for these deferred
tax assets will be reversed.
The net profit in the quarter ended December 31, 1998 amounted to
$39,000 or 1 cent per share, including special and unusual expenses
of $190,000 (after income taxes) or 4 cents per share, compared to a
net loss of $232,000 or 5 cents per share, in the prior period.
The profitability attained in the quarter just ended was the first
profitable quarter since June 1997. There was significant
improvement in operating performance over the prior quarter and the
prior year. While sales declined 11 percent from $19.6 million in
the second quarter of the prior year to $17.5 million in the current
quarter, the Company generated pretax income, excluding special and
unusual expenses, of $422,000 compared to a net loss of $208,000 in
the prior year. Management anticipates higher sales levels and an
increase in profitability as the year progresses. The improved
performance in future quarters does not depend solely upon higher
revenue levels, as earnings will be augmented by the continued
reduction of manufacturing costs and operating expenses.
<PAGE>
FINANCIAL CONDITION AND LIQUIDITY
- ---------------------------------
Working capital at December 31, 1998 amounted to $12.7 million
compared to $15.7 million at December 31, 1997 and $10.7 million at
June 30, 1998. The current ratio was 2.2 to 1 at December 31, 1998
compared to 2.5 to 1 at December 31, 1997. The decrease in working
capital, compared to the prior year, primarily reflects a reduction
in cash and inventory, augmented by increases in accounts payable
and accrued expenses. In November 1998, the Company amended its
existing credit agreement, and entered into a new term loan
agreement with its primary bank. The amendments to the credit
agreement reflect the elimination of a scheduled $1.0 million
decrease in the credit facility, revised financial covenants, and
the pledge of accounts receivable and inventory as collateral for
this agreement. This collateral will be released by the bank as the
Company achieves certain financial ratio levels. Long term
borrowings under this facility were $9.0 million as of December 31,
1998, and include a new $1.3 million term loan that is secured by a
mortgage on the facility in Dallas, Texas. Long-term debt, excluding
current installments, represented $10.2 million or 46 percent of
shareholders' equity at December 31, 1998, compared to $7.6 million
or 33 percent of shareholders' equity at June 30, 1998.
The Company believes future working capital and capital expenditure
requirements can be met from cash provided by operating activities,
existing cash balances, and borrowings available under the existing
credit facilities.
INFORMATION SYSTEMS AND YEAR 2000 ISSUES
- --------------------------------------------------------------------
The Company is currently in the process of replacing the management
information systems of its operations in the United States and
Europe, including; order management, manufacturing resource
planning, finance and accounting. These systems are scheduled to be
operational by June 30, 1999 at a total cost of approximately $5.0
million. The Company incurred costs in the current and prior
periods of approximately $3.3 million. Expenditures in the current
quarter include $293,000 of personnel costs reflected in the special
and unusual expense category of the statement of operations, and
$735,000 of capital expenditures. Funding for these expenditures
has been provided by operating activities, existing cash balances
and borrowings available under the existing credit facilities.
This new information system is currently being tested in a pilot
program. The Company expects that this new integrated system will
increase operational efficiencies, lower costs, support future
growth, and address the impact of the year 2000 on current
information systems. The Company's future operating results and
financial condition could be adversely affected by functional or
performance difficulties with the new system during the transition
period.
The Company is currently developing contingency plans in the event
of a significant failure of the new management information system.
Management is uncertain as to the effects of any such failure on the
Company's results of operations, liquidity and financial conditions,
but all material and significant effects are being considered and
addressed.
Management information systems in Asia have been addressed to make
them Year 2000 compliant. In addition, other information and
operational systems have been assessed related to the impact of the
year 2000. Plans have been developed to address system
modifications required by December 31, 1999.
<PAGE>
The Company has considered the potential effect of Year 2000 issues
on the Company's business, results of operations, and financial
condition if key suppliers and vendors do not become year 2000
compliant in a timely manner. Management has taken reasonable steps
to verify the year 2000 readiness of its suppliers, vendors and
customers.
DIVIDEND ACTION
- ----------------------------
On November 5, 1998 the Board of Directors voted not to declare a
cash dividend in the quarter.
CAUTIONARY STATEMENTS FOR PURPOSES OF THE SAFE HARBOR
- --------------------------------------------------------------------
In addition to statements of historical fact, this quarterly report
contains forward-looking statements which are inherently subject to
change, based on known and unknown risks, including but not limited
to changes in the market and industry. Please refer to documents
filed with the Securities and Exchange Commission for additional
information on factors that could materially affect the Company's
financial results.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Not applicable.
Item 2. Not applicable.
Item 3. Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Shareholders of Robinson Nugent,
Inc. was held on November 5, 1998 for the following
purposes:
1. Election of two (2) directors to hold office for three
(3) years from the meeting date as follows:
Vote
--------------------------------
Shares: For Withheld No Vote
---- -------- -------
Patrick C. Duffy 4,034,975 117,849 --
Richard L. Mattox 3,845,975 306,849 --
The following directors shall continue their term of
office as a director from November 5, 1998:
Larry W. Burke - 1 year
James W. Robinson - 1 year
Samuel C. Robinson - 2 years
Jerrol Z. Miles - 2 years
Richard W. Strain - 2 years
2. Ratification of the selection of Deloitte & Touche LLP
as certified public accountants for the Company for the
fiscal year ending June 30, 1999.
Vote
--------------------------------------
For Against Abstain No Vote
---- ------- ------- -------
Shares: 3,884,008 241,227 27,589 --
Item 5. Not applicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) See Index to Exhibits.
(b) No reports or Form 8-K were filed during the quarter ended
December 31, 1998.
<PAGE>
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.
Robinson Nugent, Inc.
------------------------------
(Registrant)
Date February 15, 1999 /s/ Larry W. Burke
------------------- ------------------------------
Larry W. Burke
President and Chief Executive
Officer
Date February 15, 1999 /s/ Robert L. Knabel
------------------- ------------------------------
Robert L. Knabel
Vice President, Treasurer and
Chief Financial Officer
<PAGE>
FORM 10-Q
INDEX TO EXHIBITS
Number of Sequential
Item Numbering
Assigned in System
Regulation S-K Page Number
Item 601 Description of Exhibit of Exhibit
- -------------- -------------------------------- --------
(2) Not applicable.
(4) 4.1 Specimen certificate for Common Shares,
without par value. (Incorporated by
reference to Exhibit 4 to Form S-1
Registration Statement No. 2-62521.)
4.2 Rights Agreement dated April 21, 1988
between Robinson Nugent, Inc. and Bank
One, Indianapolis, N.A. (Incorporated
by reference to Exhibit I to Form 8-A
Registration Statement dated May 2,
1988.)
4.3 Amendment No. 1 to Rights Agreement
dated September 26, 1991 between
Robinson Nugent, Inc. and Bank One,
Indianapolis, N.A. (Incorporated by
reference to Exhibit 4.3 to Form 10-K
Report for year ended June 30, 1991.)
4.4 Amendment No. 2 to Rights Agreement
dated June 11, 1992. (Incorporated by
reference to Exhibit 4.4 to Form 8-K
Current Report dated July 6, 1992.)
4.5 Amendment No. 3 to Rights Agreement
dated February 11, 1998.
(10) 10.1 Robinson Nugent, Inc. 1983 Tax-Qualified
Incentive Stock Option Plan.
(Incorporated by reference to Exhibit
10.1 to Form 10-K Report for year ended
June 30, 1983.)
10.2 Robinson Nugent, Inc. 1983 Non Tax-
Qualified Incentive Stock Option Plan.
(Incorporated by reference to Exhibit
10.2 to Form 10-K Report for year ended
June 30, 1983.)
<PAGE>
10.3 1993 Robinson Nugent, Inc. Employee and
Non-Employee Director Stock Option Plan.
(Incorporated by reference to Exhibit
19.1 to Form 10-K Report for year ended
June 30, 1993.)
10.4 Summary of the Robinson Nugent, Inc.
Employee Stock Purchase Plan
(Incorporated by reference to Exhibit
19.2 to Form 10-K Report for year ended
June 30, 1993.)
10.5 Deferred compensation agreement dated
May 10, 1990 between Robinson Nugent,
Inc. and Larry W. Burke, President and
Chief Executive Officer. (Incorporated
by reference to Exhibit 19.1 to Form
10-K Report for year ended June 30, 1990.)
10.6 Rabbi Trust Agreement dated July 1, 1996
between Robinson Nugent, Inc. and Dean
Witter Trust Company, related to the
deferred compensation agreement between
Robinson Nugent, Inc. and Larry W. Burke
President and Chief Executive Officer.
(Incorporated by reference to Exhibit
10.6 to Form 10-K Report for year ended
June 30, 1997.)
10.7 Amendment of the 1993 Robinson Nugent, Inc.
Employee and Non-Employee Director Stock
Option Plan. (Incorporated by reference to
Exhibit 10.7 to Form 10-K Report for year
ended June 30, 1998.)
10.8 Summary of the 1993 Robinson Nugent, Inc.
Employee and Non-Employee Director Stock
Option Plan, as amended. (Incorporated by
Reference to Exhibit 10.8 to Form 10-K Report
for year ended June 30, 1998.)
10.9 Summary of Robinson Nugent, Inc. Bonus
Plan for the fiscal year ended June 30,
1999. (Incorporated by reference to
Exhibit 10.9 to Form 10-K Report for
year ended June 30, 1998.)
(11) Not applicable.
(15) Not applicable.
(18) Not applicable.
(19) Not applicable.
(22) Not applicable.
<PAGE>
(23) Not applicable.
(24) Not applicable.
(27) Financial Data Schedule
(99) Not applicable.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
ROBINSON
NUGENT, INC. 10-Q FOR THE PERIOD ENDING DECEMBER 31, 1998 AND IS
QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1999
<PERIOD-START> JUL-01-1998
<PERIOD-END> DEC-31-1998
<CASH> 716
<SECURITIES> 0
<RECEIVABLES> 10,630
<ALLOWANCES> 606
<INVENTORY> 10,460
<CURRENT-ASSETS> 23,664
<PP&E> 65,153
<DEPRECIATION> 44,760
<TOTAL-ASSETS> 44,526
<CURRENT-LIABILITIES> 10,928
<BONDS> 0
<COMMON> 20,950
0
0
<OTHER-SE> 1,348
<TOTAL-LIABILITY-AND-EQUITY> 44,526
<SALES> 32,416
<TOTAL-REVENUES> 32,416
<CGS> 25,711
<TOTAL-COSTS> 25,711
<OTHER-EXPENSES> 7,789
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 360
<INCOME-PRETAX> (1,477)
<INCOME-TAX> (199)
<INCOME-CONTINUING> (1,278)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,278)
<EPS-PRIMARY> (.26)
<EPS-DILUTED> (.26)
</TABLE>
