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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington DC 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 period ended SEPTEMBER 30, 2000
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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: O-1837
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FEDERAL SCREW WORKS
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(Exact name of registrant as specified in its charter)
Michigan 38-0533740
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
20229 Nine Mile Road, St. Clair Shores, Michigan 48080
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, and area code (810) 443-4200
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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
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At September 30, 2000, the Company had one class of common stock outstanding,
$1.00 par value common stock. There were 1,038,861 shares of such common stock
outstanding at that time.
(continued)
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Part I FINANCIAL INFORMATION
FEDERAL SCREW WORKS
CONDENSED BALANCE SHEETS (UNAUDITED)
(Thousands of Dollars)
<TABLE>
<CAPTION>
Sept. 30 June 30
2000 2000
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<S> <C> <C>
ASSETS
Current Assets:
Cash ............................................. $ 361 $ 1,542
Accounts Receivable, Less Allowance of $50 ....... 15,110 16,958
Inventories:
Finished Products .............................. 6,905 6,186
In-Process Products ............................ 7,475 6,873
Raw Materials And Supplies ..................... 2,593 1,955
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16,973 15,014
Prepaid Expenses And Other Current Accounts ...... 479 393
Deferred Income Taxes ............................ 965 956
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Total Current Assets .......................... 33,888 34,863
Other Assets:
Intangible Asset ................................. 942 942
Cash Value Of Life Insurance ..................... 5,464 5,435
Prepaid Pension Cost ............................. 7,314 7,398
Miscellaneous .................................... 1,693 1,706
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Total Other Assets ............................... 15,413 15,481
Property, Plant And Equipment ...................... 98,613 98,148
Less Accumulated Depreciation .................... 55,511 54,272
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Net Properties ................................... 43,102 43,876
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Total Assets ....................................... $92,403 $94,220
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</TABLE>
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Part I FINANCIAL INFORMATION (Continued)
<TABLE>
<CAPTION>
Sept 30 June 30
2000 2000
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<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts Payable ................................... $ 5,008 $ 7,357
Payroll And Employee Benefits ...................... 3,891 8,354
Dividends Payable .................................. 2,083 104
Federal Income Taxes ............................... 429 39
Taxes, Other Than Income Taxes ..................... 1,268 1,740
Accrued Pension Contributions ...................... 339 0
Other Accrued Liabilities .......................... 105 64
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Total Current Liabilities ....................... 13,123 17,658
Long Term Liabilities:
Long-Term Debt ..................................... 3,810 0
Deferred Employee Compensation ..................... 2,077 2,076
Deferred Income Taxes .............................. 2,223 2,425
Employee Benefits .................................. 963 975
Postretirement Benefits Other Than Pensions ........ 12,150 11,747
Other Liabilities .................................. 815 803
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Total Long-Term Liabilities ..................... 22,038 18,026
Stockholders' Equity:
Common Stock, $1.00 Par Value, Authorized
2,000,000 Shares; 1,038,861 Shares Outstanding
at Sept. 30, 2000 and 1,041,661 at June 30, 2000 ... 1,039 1,042
Additional Capital ................................. 3,269 3,269
Retained Earnings .................................. 52,942 54,233
Accumulated Other Comprehensive Income ............. (8) (8)
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Total Stockholders' Equity ...................... 57,242 58,536
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Total Liabilities and Stockholders' Equity ........... $ 92,403 $ 94,220
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</TABLE>
See Accompanying Notes.
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FEDERAL SCREW WORKS
CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
(Thousands of Dollars, Except Per Share)
<TABLE>
<CAPTION>
Three Months Ended Three Months Ended
September 30 September 30
2000 1999
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<S> <C> <C>
Net Sales .................................................................... $27,211 $27,068
Costs And Expenses:
Cost of Products Sold ..................................................... 24,279 23,746
Selling And Administrative Expenses ....................................... 1,558 1,690
Interest Expense .......................................................... 8 34
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Total Costs and Expenses ............................................... 25,845 25,470
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Earnings Before Federal
Income Taxes .............................................................. 1,366 1,598
Federal Income Taxes ......................................................... 465 544
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Net Earnings ................................................................. $ 901 $ 1,054
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Per Share Of Common Stock:
Basic and Diluted Earnings Per Share ......................................... $ 0.86 $ 0.98
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Cash Dividends Declared Per Share ............................................ $ 2.00 $ 2.00
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</TABLE>
See Accompanying Notes.
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FEDERAL SCREW WORKS
CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Thousands of Dollars)
<TABLE>
<CAPTION>
Three Months
Ended
September 30
2000 1999
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<S> <C> <C>
Operating Activities
Net Earnings ................................................................... $ 901 $ 1,054
Adjustments to Reconcile Net Earnings to Net Cash
Provided By (Used In) Operating Activities:
Depreciation and Amortization .............................................. 1,239 1,199
Increase In Cash Value of Life Insurance ................................... (29) (27)
Change In Deferred Income Taxes ............................................ (211) 63
Employee Benefits .......................................................... (12) (26)
Other ...................................................................... 511 515
Changes In Operating Assets And Liabilities:
Accounts Receivable ........................................................ 1,848 402
Inventories And Prepaid Expenses ........................................... (2,045) (182)
Accounts Payable And Accrued Expenses ...................................... (6,513) (2,855)
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Net Cash Provided By (Used In) Operating Activities .............................. (4,311) 143
Investing Activities
Purchases of Property, Plant And Equipment-Net ................................. (465) (1,320)
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Net Cash Used In Investing Activities ............................................ (465) (1,320)
Financing Activities
Additional Borrowings Under Credit Agreement ................................... 3,810 1,405
Purchase of Common Stock ....................................................... (111) (237)
Dividends Paid ................................................................. (104) (108)
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Net Cash Provided By Financing Activities ........................................ 3,595 1,060
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Decrease In Cash ................................................................. (1,181) (117)
Cash At Beginning Of Period ...................................................... 1,542 279
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Cash At End Of Period ............................................................ $ 361 $ 162
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</TABLE>
See Accompanying Notes.
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FEDERAL SCREW WORKS
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
reporting. In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. The results of operations for the three months ended September 30,
2000, are not necessarily indicative of the results to be expected for the
fiscal year ending June 30, 2001.
NOTE B - DEBT
On October 18, 2000, Comerica Bank approved a one year extension of the
Company's $25,000,000 Revolving Credit and Term Loan Agreement. Under the
agreement the Company has the option to convert borrowings thereunder
(classified as long-term debt) to a term note through October 31, 2003, the
expiration date of the agreement. Payments under the term note, if the
conversion option is exercised, would be made quarterly and could extend to
October 31, 2005. As of September 30, 2000, there was $3,810,000 in outstanding
borrowings under the Revolving Credit and Term Loan Agreement.
NOTE C - DIVIDENDS
Cash dividends per share are based on the number of shares outstanding at the
respective dates of declaration.
NOTE D - IMPACT OF NEW ACCOUNTING STANDARDS
The Financial Accounting Standards Board issued "Statements of Financial
Accounting Standards No. 133, Accounting for Derivative Instruments and Hedging
Activities." The Company adopted the statement in fiscal 1999 with no material
effect on the Company's financial statements.
In December, 1999, the SEC staff issued Staff Accounting Bulletin (SAB) No. 101,
Revenue Recognition in Financial Statements. The Company adopted the statement
in fiscal 2000 with no material effect on the Company's financial statements.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
RESULTS OF OPERATIONS: Net sales for the Company's first quarter ended September
30, 2000, increased $143,000, or 0.5%, compared with net sales for the first
quarter of the prior year. The increase is attributable mainly to continued
strong demand for the Company's products.
Gross profit for the three month period ended September 30, 2000, decreased
$390,000, or (11.7)%, as compared with gross profit for the first quarter of the
prior year. The decrease is attributable mainly to reduced truck production at
one of our largest customers.
Selling and administrative expenses decreased $132,000, or (7.8)%, for the first
quarter ended September 30, 2000, as compared with the first quarter of the
prior year. The decrease is mainly attributable to decreases in professional
fees and insurance expenses.
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The Registrant's Shareholders are aware of the Registrant's dependence upon
sales to the two largest U.S. automobile manufacturers, a condition that has
existed for at least fifty years. Although the Registrant has purchase orders
from such customers, such purchase orders generally provide for supplying the
customer's requirements for a particular model or model year rather than for
manufacturing a specific quantity of products. The loss of any one of such
customers or significant purchase orders could have a material adverse effect
on the Registrant. These customers are also able to exert considerable pressure
on component suppliers to reduce costs, improve quality and provide additional
design and engineering capabilities. There can be no assurance that the
additional costs of increased quality standards, price reductions or additional
capabilities required by such customers will not have a material adverse effect
on the financial condition or results of operations of the Registrant.
DIVIDENDS: The Board of Directors, in August, 2000, declared a $.10 per share
quarterly dividend and an extra $1.90 per share dividend, both payable October
2, 2000, to shareholders of record September 1, 2000.
LIQUIDITY AND CAPITAL RESOURCES: Working capital increased by $3,560,000 from
$17,205,000 at June 30, 2000, to $20,765,000 at September 30, 2000.
At September 30, 2000, the Company had available $21,190,000 under its bank
credit agreement.
Capital expenditures for the three month period ended September 30, 2000, were
approximately $0.5 million, and, for the year, are expected to approximate $14
million, of which approximately $7.0 million has been committed as of September
30, 2000. The Company is proceeding with plans to build a new facility in
northern Michigan.
There have been no material changes concerning environmental matters since those
reported in the Registrant's Report on Form 10-K for the fiscal year ended June
30, 2000.
FORWARD LOOKING STATEMENTS: The foregoing discussion and analysis contains a
number of "forward looking statements" within the meaning of the Securities Act
of 1933 and the Securities Exchange Act of 1934, both as amended, with respect
to expectations for future periods which are subject to various uncertainties,
including competition, Information Systems issues related to the Year 2000, the
loss of, or reduction in business with, the Company's principal customers, work
stoppages, strikes and slowdowns at the Company's facilities and those of its
customers; adverse changes in economic conditions generally and those of the
automotive industry, specifically.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The Company's market risk is limited to interest rate risk on its
revolving credit and term loan agreement. At September 30, 2000, the carrying
amounts reported in the balance sheets for cash, accounts receivable, accounts
payable, debt and investments approximate fair value. Accordingly, management
believes this risk is not material.
PART II OTHER INFORMATION
Item 1. Legal Proceedings
The information set forth at the conclusion of the Liquidity and
Capital Resources discussion in Item 2 of Part I concerning environmental
matters is incorporated by reference.
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Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 10.2. One year extension of Revolving Credit and Term Loan
Agreement by and between Registrant and Comerica Bank dated
October 18, 2000.
(b) Exhibit 27. Financial Data Schedule.
(c) Reports on Form 8-K. There was no SEC Form 8-K filed this quarter.
There were no unusual charges or credits to income, nor a change
in independent accountants.
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.
Federal Screw Works
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Date November 14, 2000 /s/ W.T. ZurSchmiede, Jr.
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W. T. ZurSchmiede, Jr.
Chairman, Chief Executive Officer
and Chief Financial Officer
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Exhibit Index:
Exhibit 10.2 One Year Extension of Revolving Credit and
Term Loan Agreement By and Between Registrant and
Comerica Bank Dated October 18, 2000.
Exhibit 27 Financial Data Schedule
