PRINTRONIX INC
10-Q/A, 1997-04-02
COMPUTER PERIPHERAL EQUIPMENT, NEC
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                          Form 10-Q
             SECURITIES AND EXCHANGE COMMISSION
                   WASHINGTON, D.C. 20549
                              

         [X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                  OF THE SECURITIES EXCHANGE ACT OF 1934
                  For the quarterly period ended December 27, 1996
            
                                  OR
            
         [   ]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                  OF THE SECURITIES EXCHANGE ACT OF 1934
                  For the transaction period from       to
            

                    Commission file number 0-9321

                           PRINTRONIX, INC.
        (Exact name of registrant as specified in its charter)

            Delaware                                  95-2903992
       (State or other jurisdiction of            (I.R.S.Employer
       incorporation or organization)            Identification No.)

            17500 Cartwright
            P.O. Box 19559
            Irvine, California                         92623
       (Address of principal executive offices)        (Zip Code)
                              
                       (714) 863-1900
    (Registrant's 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,  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 theissuer's 
classes of common stock, as of the latest practicable date.

     Class of Common Stock              Outstanding at February 4, 1997

          $ .01 par value                              7,997,515

<PAGE>
              PRINTRONIX, INC. AND SUBSIDIARIES
                      TABLE OF CONTENTS
               ------------------------------


PART I. FINANCIAL INFORMATION

     Item 1.    Financial Statements

            Statement Regarding Financial Information         (2)

            Consolidated Balance Sheets

                Assets                                        (3)

                Liabilities and Stockholders' Equity          (4)

            Consolidated Statements of Operations             (5)

            Consolidated Statements of Cash Flows             (6)

            Condensed Notes to Consolidated Financial 
                Statements                                    (8)

     Item 2.Management's Discussion and Analysis of
                Financial Condition and Results of 
                Operations                                   (10)


PART II.    OTHER INFORMATION

     Item 1.    Legal Proceedings                            (13)


     Signatures                                              (14)

<PAGE>

               PRINTRONIX, INC. AND SUBSIDIARIES
                           FORM 10-Q
                         ------------
            FOR THE QUARTER ENDED DECEMBER 27, 1996
           ----------------------------------------
                               
               PART I.     FINANCIAL INFORMATION
          -------------------------------------------
                               
               Item 1.     Financial Statements
               ---------------------------------
                               
                               
           Statement Regarding Financial Information
   ---------------------------------------------------------

The financial statements included herein have been prepared by
Printronix,  Inc. (the "Company"), without audit, pursuant  to
the  rules  and  regulations of the  Securities  and  Exchange
Commission.  Certain  information  normally  included  in  the
financial  statements  prepared in accordance  with  generally
accepted  accounting principles has been omitted  pursuant  to
such  rules  and  regulations.  However, the Company  believes
that  the  disclosures  are adequate to make  the  information
presented  not misleading. It is suggested that the  financial
statements   be   read  in  conjunction  with  the   financial
statements and notes thereto included in the Company's  annual
report on Form 10-K for the fiscal year ended March 29,  1996,
as filed with the Securities and Exchange Commission.
<PAGE>
<TABLE>
                   PRINTRONIX, INC. AND SUBSIDIARIES
                      Consolidated Balance Sheets
                      ---------------------------
                                Assets
<CAPTION>
                            December 27, 1996    March 29, 1996
                                             (Derived from audited
                               (Unaudited)   financial statements)
                       -----------------------------------------------

                                        (In thousands)

<S>                               <C>               <C>
 CURRENT ASSETS:
  Cash and cash equivalents        $12,476            $6,486
  Accounts receivable, net of
    allowances for doubtful 
    accounts of
    $1,496 as of December 27, 
    1996 and $937 as of March 
    29, 1996                        25,578            23,576

  Inventories
  Raw materials, subassemblies 
    and work in process             17,408            18,969
  Finished goods                     3,765             3,741
                               -----------       -----------
                                    21,173            22,710

  Prepaid expenses                     730               753
                               -----------       -----------
TOTAL CURRENT ASSETS                59,957            53,525
                               -----------       -----------
  Property and Equipment, at cost:
    Building and improvements        5,777                --
    Machinery and equipment         33,800            33,010
    Furniture and fixtures          14,131            12,864
    Leasehold improvements           2,050             3,448
                               -----------       -----------
                                    55,758            49,322
  Less-Accumulated depreciation
    and amortization              (32,685)          (33,968)
                               -----------       -----------
                                    23,074            15,354
                               -----------       -----------
  Other assets                         452               251
                               -----------       -----------
TOTAL ASSETS                       $83,483           $69,130
                               ===========       ===========
</TABLE>
  
      See accompanying notes to consolidated financial statements
<PAGE>
                   PRINTRONIX, INC. AND SUBSIDIARIES
               CONSOLIDATED BALANCE SHEETS  - continued
                      ---------------------------
                  Liabilities and Stockholders' Equity
                 ------------------------------------
<TABLE>
<CAPTION>
                            December 27, 1996    March 29, 1996
                                             (Derived from audited
                               (Unaudited)   financial statements)
                       -----------------------------------------------

                                        (In thousands)

<S>                               <C>               <C> 
CURRENT LIABILITIES:

  Short-term borrowings              1,111               205
  Accounts payable                  10,555            11,846
  Accrued expenses:
    Payroll and employee benefits    4,369             3,492
    Warranty                         1,236             1,136
    Environmental                      214               214
    Other                            1,361             1,018
  Accrued income taxes                 503               329
                               -----------       -----------
TOTAL CURRENT LIABILITIES           19,349            18,240
                               -----------       -----------

  Long-term debt                     3,796                --
  Other long-term liabilities          815               817
                               -----------       -----------
TOTAL LONG-TERM LIABILITIES          4,611               817
                               -----------       -----------
STOCKHOLDERS' EQUITY:
  Common stock, par value $0.01-
    Authorized 27,000,000 shares,
     issued and outstanding
     7,953,652 and 7,823,366
     shares as of December 27, 
     1996 and March 29, 1996,
     respectively.                      80                78
  Additional paid-in capital        30,440            29,125
  Retained earnings                 29,003            20,870
                               -----------       -----------
    Total Stockholders' Equity      59,523            50,073
                               -----------       -----------
TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY             $83,483           $69,130
                               ===========       ===========
</TABLE>
      See accompanying notes to consolidated financial statements
<PAGE>                                   
                   PRINTRONIX, INC. AND SUBSIDIARIES
                 Consolidated Statements of Operations
                 -------------------------------------
<TABLE>
<CAPTION>
                                             (Unaudited)
                                Three Months Ended  Nine Months Ended
                               Dec. 27,   Dec. 29,    Dec. 27,Dec. 29,
                                 1996       1995        1996    1995
                              (Amounts in thousands, except share data)
<S>                           <C>       <C>      <C>       <C>
NET SALES                      $44,521   $37,091  $132,333  $118,812
COST OF SALES                   32,606    29,302    98,243    90,352
                            ----------------------------------------
  Gross Profit                  11,915     7,789    34,090    28,460

OPERATING EXPENSES:
  Engineering and development    3,486     3,085    10,691    10,248
  Selling, general 
    and administrative           5,171     4,117    15,051    12,970
                            ----------------------------------------
Total operating expenses         8,657     7,202    25,742    23,218
                            ----------------------------------------
INCOME FROM OPERATIONS           3,258       587     8,348     5,242
                            ----------------------------------------
Other income, net                 (96)     (206)      (99)     (351)
                            ----------------------------------------
INCOME BEFORE TAXES              3,354       793     8,447     5,593

Provision/(credit) for 
  income taxes                     114      (37)       314       156
                            ----------------------------------------
NET INCOME                   $   3,240    $  830  $  8,133  $  5,437
                                ======    ======    ======    ======
EARNINGS PER SHARE:

  Primary                    $     .39    $  .10    $  .98    $  .66
  Fully Diluted              $     .39    $  .10    $  .98    $  .66
                                ======    ======    ======    ======
WEIGHTED AVERAGE
SHARES OUTSTANDING:

  Primary                    8,286,092 8,193,357 8,309,483 8,251,554
  Fully Diluted              8,286,092 8,193,357 8,309,483 8,252,676
                             ========= ========= ========= =========
                                   
</TABLE>
      See accompanying notes to consolidated financial statements
<PAGE>                                   

                   PRINTRONIX, INC. AND SUBSIDIARIES
                 Consolidated Statements of Cash Flows
                 -------------------------------------
<TABLE>
<CAPTION>
                      For the Nine Months Ended:
                December 27, 1996 and December 29, 1995
- ----------------------------------------------------------------------


                                                    (Unaudited)
                                                1996           1995

<S>                                          <C>            <C>
Cash flows from operating activities:
  Net income                                  $8,133         $5,437

Adjustments to reconcile net income to
  net cash provided by operating activities:

  Depreciation and amortization                5,414          4,218
  Loss on sales of property & equipment           36             22
  Compensation expense related to 
    restricted stock plan                        918            784

  Changes in assets and liabilities:
    Accounts receivable                       (2,002)           185
    Inventories                                1,537            714
    Accounts payable                          (1,291)        (1,174)
    Payroll and employee benefits                877           (351)
    Accrued income taxes                         174           (224)
    Other                                        263           (783)
                                         -----------    -----------
Net cash provided by operating activities     14,059          8,828
                                         -----------    -----------
Cash flows from investing activities:
  Investment in property and equipment        (7,880)        (7,136)
  Purchase of building and improvements       (5,777)             -
  Proceeds from disposition of equipment         487            135
                                         -----------    -----------
Net cash used in investing activities        (13,170)        (7,001)

                                         -----------    ------------

</TABLE>
      See accompanying notes to consolidated financial statements
<PAGE>                                   
                   PRINTRONIX, INC. AND SUBSIDIARIES
           Consolidated Statements of Cash Flows - continued
                 -------------------------------------
<TABLE>
<CAPTION>
                      For the Nine Months Ended:
                December 27, 1996 and December 29, 1995
- ----------------------------------------------------------------------



                                                    (Unaudited)
                                                1996           1995

<S>                                        <C>            <C>
Cash flows from financing activities:
  Payment of debt                               (298)             -
  Proceeds from issuance of common stock         399            661
  Proceeds from issuance of long-term debt     5,000           (413)
                                         -----------    -----------

Net cash provided by financing activities      5,101            248
                                         -----------    -----------

Increase in cash and cash equivalents          5,990          2,075
                                         -----------    -----------

Cash and cash equivalents at 
   beginning of period                         6,486          8,345
                                         -----------    -----------

Cash and cash equivalents at end of period   $12,476        $10,420
                                         ===========    ===========



</TABLE>

- ---------------------------------------------------------------------
<TABLE>
<CAPTION>
Supplementary disclosures of cash flow information:
<S>                                             <C>           <C>
  Taxes paid                                     $89           $303
  Interest paid                                  214             19
  Capital lease additions                          0            466
</TABLE>
                                   
      See accompanying notes to consolidated financial statements
<PAGE>
                   PRINTRONIX, INC. AND SUBSIDIARIES
         Condensed Notes to Consolidated Financial Statements
            -----------------------------------------------
                           DECEMBER 27, 1996
                       -------------------------
                              (Unaudited)
1)  Management Opinion

  In  the opinion of management, the consolidated financial statements
  reflect   all  adjustments  (which  include  only  normal  recurring
  adjustments) necessary to present fairly the financial position  and
  results of operations as of and for the periods presented.

2)  Cash and Cash Equivalents

  The  Company  considers all highly liquid temporary cash investments
  with maturities of three months or less to be cash equivalents.  The
  effect  of  exchange rate changes on cash balances held  in  foreign
  currencies was not material for the periods presented.

3)  Inventories

  Inventories  are priced at the lower of cost (FIFO)  or  market  and
  include the cost of material, labor and manufacturing overhead.

4)  Earnings per Share

  The  number  of shares used in computing earnings per  share  equals
  the  total  of  the  weighted average number of  shares  outstanding
  during  the periods presented plus common stock equivalents relating
  to  options. Common stock equivalents relating to options  represent
  additional  shares  which  may be issued in  connection  with  their
  exercise,   reduced  by  the  number  of  shares  which   could   be
  repurchased with the proceeds at the average market price per  share
  computed  on a quarterly basis during the year. The following  table
  shows   the  calculation  for  primary  and  fully  diluted   shares
  outstanding:
<TABLE>
<CAPTION>
                               Three Months Ended  Nine Months Ended
                                 Dec. 27, Dec. 29, Dec. 27,  Dec. 29,
                                 1996      1995      1996      1995
<S>                         <C>       <C>       <C>       <C>
Weighted avg. shares
  outstanding                7,923,644 7,722,425 7,898,617 7,458,842

  Common stock equivalents:
    Options - Primary          362,448   470,932   410,866   792,712
    Options - Fully Diluted    362,448   470,932   410,866   793,834

  Shares outstanding:
    Primary                  8,286,092 8,193,357 8,309,483 8,251,554
    Fully Diluted            8,286,092 8,193,357 8,309,483 8,252,676

</TABLE>
                                   
                                   
                                   
<PAGE>                                   
                   PRINTRONIX, INC. AND SUBSIDIARIES
         Condensed Notes to Consolidated Financial Statements
            -----------------------------------------------
                           DECEMBER 27, 1996
                       -------------------------
                              (Unaudited)

5)  Long-term Debt

  In May 1996, the Company secured a five-year term commitment of
  $5.0 million with Wells Fargo Bank.  At December 27, 1996, $4.9
  million was outstanding on this loan which was used to acquire a
  new manufacturing facility in Singapore.  The interest rate on the
  loan is variable based either on the bank's prime rate or 2% above
  the LIBOR rate.  Principal and interest payments began in December
  1996 and will be paid over a term of fifty-four months.

6)  Capital Stock

  In June 1996, Printronix completed a stock split-up effected in the
  form of a fifty percent (50%) stock dividend. Retroactive effect
  has been given to the stock split in all share and per share data
  presented.
<PAGE>
                   PRINTRONIX, INC. AND SUBSIDIARIES
                                   
          Item 2.     Management's Discussion and Analysis of
             Financial Condition and Results of Operations
      ------------------------------------------------------------
   
Reference is made to the Company's annual report on Form 10-K for  the
fiscal  year  ended  March  29, 1996 for  a  detailed  discussion  and
analysis   of  the  Company's  financial  condition  and  results   of
operations for the periods covered by that report.
 
RESULTS OF OPERATIONS
 
Revenues and Backlog

Net  sales for the quarter ended December 27, 1996 were 3% higher than
last  quarter and 20% higher than the year-ago quarter. On a  year-to-
date  basis,  sales were up $13.5 million or 11% over the  first  nine
months of the prior fiscal year. The increase in revenue for the first
nine months of the year compared with the same period last year is due
to higher unit sales of ProLine impact printers to the Company's major
OEM  customers.  Thermal product sales for the quarter  increased  41%
compared   with   the   prior  quarter  and  continue   to   represent
approximately  2% of the Company's total sales.  Regionally,  year-to-
date  sales  to  U.S. customers increased 5% compared  with  the  same
period  of  the  prior  year  and  sales  to  international  customers
increased approximately 22%.  Revenue from the Company's five  largest
customers, which primarily represent OEM business, decreased  6%  from
the  prior  quarter but increased 25% over the year-ago quarter.   For
the  first  nine  months of the fiscal year, sales to these  customers
were up $11.6 million or 19% over the prior year period.

Order  backlog  at quarter-end was $13.4 million compared  with  $18.0
million  at the end of the previous quarter and $18.3 million  at  the
end  of the third quarter for the previous fiscal year.  The reduction
in  backlog  reflects  the  continuing  conversion  of  the  Company's
customers to a just-in-time delivery process.

<PAGE>
                   PRINTRONIX, INC. AND SUBSIDIARIES

Gross Profit

Gross  profit  as a percentage of sales for the quarter  increased  to
26.8%  compared with 25.9% in the prior quarter and 21.0% in the prior
year  quarter.  The  higher  margin is attributable  to  manufacturing
efficiencies  from higher sales volumes of new line  matrix  printers,
increased  production  efficiencies from the  transition  to  the  new
ProLine  Series,  and  the  completion of  the  planned  move  of  the
Singapore manufacturing facility. The margins in the year ago  quarter
were  unfavorably impacted by the transition to the new ProLine Series
printers.   The  year-to-date  gross profit  percentage  increased  to
25.8% for the first nine months of the fiscal year compared with 24.0%
for  the first nine months of the prior fiscal year.  The increase  in
margin  is  due  to  the  transition to the  new  ProLine  Series  and
increased  manufacturing  efficiencies  from  higher  sales   volumes,
partially offset by the move of the Singapore manufacturing facility.

Operating and Other Expenses and Taxes

Engineering  expense  for  the quarter was 7%  lower  than  the  prior
quarter  and increased 13% over the prior year quarter. On a  year-to-
date  basis, engineering expenses increased to $10.7 million  compared
with $10.2 million for the first nine months of the prior fiscal year.
Selling,  general, and administrative expenses increased 4%  over  the
prior  quarter and increased 26% over the prior year quarter. Year-to-
date  expenses increased by 16% to $15.1 million  compared with  $13.0
million  for  the corresponding prior year nine months. The  increased
spending over the prior year periods continues to be driven by  higher
sales expenses for advertising and marketing due to the rollout of the
new  ProLine  series  printers.  As a percentage  of  sales,  selling,
general,  and  administrative spending remained flat at  11%  for  the
first nine months of the year.

The  year-to-date income tax provision increased to  $0.3  million  as
compared  with  $0.2 million in the prior year. The Company  continues
utilizing Federal and California net operating loss carryforwards  and
is  required to provide only for certain state and foreign taxes.  The
Company anticipates fully utilizing its California net operating  loss
carryforward  by  year  end and accordingly expects  to  increase  its
quarterly tax provision percentage from 4% to 10%.

LIQUIDITY AND CAPITAL RESOURCES

The Company ended the quarter with cash, net of short-term borrowings,
of  $11.4  million compared with $5.1 million last quarter  and  $10.1
million  for  the  year-ago  quarter.   The  Company's  stronger  cash
position  relative to the prior quarter results primarily  from  lower
inventory  levels  which  declined $4.8  million.   The  reduction  in
inventory results partially from the completion of the planned move of
the  Singapore manufacturing facility and partially due to the Company
completing the final phase of the conversion to the new ProLine Series
line matrix printers.

<PAGE>
                   PRINTRONIX, INC. AND SUBSIDIARIES

LIQUIDITY AND CAPITAL RESOURCES - CONTINUED

Net  investment in capital equipment for the first nine months of  the
fiscal year was $13.2 million compared with $7.0 million for the  same
period  in the prior year. Year-to-date capital expenditures  included
manufacturing equipment for ProLine printer production, a new building
for  Singapore manufacturing, and project expenditures on a  corporate
information system.

In June 1996, the Company completed a split-up effected in the form of
a  fifty  percent  (50%) stock dividend. Retroactive effect  has  been
given  to  the stock dividend in stockholder's equity accounts  as  of
December  27,1996, and in all share and per share data presented  (see
note 6).

The  Company  believes that its internally-generated  funds,  together
with  available financing, will be adequate in providing  its  working
capital    requirements,   capital   expenditures,   and   engineering
development needs through the current fiscal year.

<PAGE>
                   PRINTRONIX, INC. AND SUBSIDIARIES
                                   
                    PART II.      OTHER INFORMATION
          ---------------------------------------------------
                                   
                     Item 1.     Legal Proceedings
                ---------------------------------------


See  "Item  3. Legal Proceedings" reported in Part I of the  Company's
Report on Form 10K for the fiscal year ended March 29, 1996.

Printronix, Inc. vs. Kentek Information Systems, Inc.

On  May  16,  1996, the Company filed suit against Kentek  Information
Systems, Inc. ("Kentek") in the United States District Court  for  the
Central  District of California.  On or about June 19, 1996, the  case
was  transferred to the United States District Court for the  District
of Colorado.

The suit alleges that Kentek has discriminated against the Company  in
the  prices that it charges the Company for the purchase of consumable
products, in violation of the Robinson-Patman Act, and in breach of  a
contract   between  the  parties  governing  the  purchase   of   such
consumables.   The suit seeks damages of $2.5 million  for  breach  of
contract  and violation of the Robinson-Patman Act (damages for  which
are   trebled)   and  seeks  an  injunction  against   further   price
discrimination.
                                   
On December 23, 1996, Kentek's counterclaims against the Company were
filed.  The counterclaims allege that the Company is in breach of the
contract for failing to exercise its best efforts in the sale of
Kentek products and that the Company misrepresented its intentions to
perform under the contract in the course of negotiations.  The
counterclaims seek damages and punitive damages in unspecified
amounts.  The Company believes that the counterclaims are without
merit and intends to vigorously defend against them.

<PAGE>                                   
                   PRINTRONIX, INC. AND SUBSIDIARIES
                                   
                              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.
                                   
                                   
                                                PRINTRONIX, INC.
 
                    
                                                  (Registrant)
 
 
 
 
 
 
 
 
 
 
 Date:  February 7, 1997                   By:  George L. Harwood
                                                Sr. Vice-President, Finance,
                                                Chief Financial Officer, and
                                                Secretary
                                                (Principal Financial Officer
                                                and Duly Authorized Officer)
<PAGE>

<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          MAR-28-1997
<PERIOD-END>                               DEC-27-1996
<CASH>                                          12,476
<SECURITIES>                                         0
<RECEIVABLES>                                   27,074
<ALLOWANCES>                                     1,496
<INVENTORY>                                     21,173
<CURRENT-ASSETS>                                59,957
<PP&E>                                          55,758
<DEPRECIATION>                                  32,685
<TOTAL-ASSETS>                                  83,483
<CURRENT-LIABILITIES>                           19,349
<BONDS>                                              0
<COMMON>                                            80
                                0
                                          0
<OTHER-SE>                                      86,517
<TOTAL-LIABILITY-AND-EQUITY>                    83,483
<SALES>                                        132,333
<TOTAL-REVENUES>                               132,333
<CGS>                                           98,243
<TOTAL-COSTS>                                  123,985
<OTHER-EXPENSES>                                  (99)
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                 210
<INCOME-PRETAX>                                  8,447
<INCOME-TAX>                                       314
<INCOME-CONTINUING>                              8,133
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     8,133
<EPS-PRIMARY>                                      .98
<EPS-DILUTED>                                      .98
        

</TABLE>


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