CADE INDUSTRIES INC
10-Q, 1999-05-17
AIRCRAFT ENGINES & ENGINE PARTS
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                                   FORM 10-Q
                                   ----------

                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

(Mark One)

          [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended           March 31, 1999
                               --------------------------------------------

                                       OR

         [  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

For the transition period from ------------------ to ---------------------

Commission file number              0-12808
                      --------------------------------------------------

                                   Cade Industries, Inc.
           ----------------------------------------------------------
             (Exact name of registrant as specified in its charter)

             Wisconsin                                     39-1371038
- -------------------------------------        --------------------------------
(State or other jurisdiction                           (I.R.S. Employer
 of incorporation or organization)                     Identification No.)
 
            2365 Woodlake Drive, Suite 120, Okemos, Michigan  48864
            -------------------------------------------------------
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (517) 347-1333
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

             -----------------------------------------------------
                 (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 periods 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 --

                     APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date.

            Common stock, $0.001 Par Value - 21,626,207 shares as of
                                  May 11, 1999

                                     INDEX

                             CADE INDUSTRIES, INC.
                             ---------------------
                                                                    PAGE

PART I - FINANCIAL INFORMATION
- ------------------------------

Item 1.   Financial Statements

     Condensed Consolidated Balance Sheets                           1

     Condensed Consolidated Statements of
          Income for the three months ended
          March 31, 1999 and 1998                                    3

     Condensed Consolidated Statements of Cash Flows
          for the three months ended March 31, 1999
          and 1998                                                   4

     Notes to Condensed Consolidated Financial
          Statements                                                 5

Item 2.   Management's Discussion and Analysis of
               Financial Condition and Results of
               Operations                                            7

Item 3.   Quantitative and Qualitative Disclosures About
          Market Risk                                                10

PART II - OTHER INFORMATION
- ----------------------------

Item 1.   Legal Proceedings                                          11

Item 4.   Submission of Matters to a Vote of Security Holders        11

Item 5.   Other Information                                          11

Item 6.   Exhibits and Reports on Form 8-K                           12

PART 1, ITEM 1 - FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED BALANCE SHEETS

CADE INDUSTRIES, INC.
<TABLE>
                                                                    March 31,
                                                                      1999          December 31,
                                                                   (Unaudited)       1998*<F1>
                                                                  ------------      ------------
<S>                                                                    <C>              <C>
ASSETS

CURRENT ASSETS
 Cash and cash equivalents                                         $   580,684      $   580,489
 Trade accounts receivable - net                                    14,177,323       13,172,191
 Costs and estimated earnings in excess
  of billings on uncompleted contracts                               2,949,023        3,923,693
 Inventories:
  Finished goods and work in progress                                8,337,156        8,416,597
  Materials and supplies                                             9,020,512        8,671,324
                                                                  ------------     ------------
                                                                    17,357,668       17,087,921

 Deferred income taxes                                               2,184,000        2,184,000
 Prepaid expenses and other current assets                             786,229          780,685
                                                                  ------------     ------------
     TOTAL CURRENT ASSETS                                           38,034,927       37,728,979

PROPERTY, PLANT AND EQUIPMENT
 Land and improvements                                                 803,364          803,365
 Buildings                                                           7,832,320        7,766,606
 Machinery and equipment                                            14,351,636       13,489,504
 Tooling                                                            13,046,818       13,336,445
                                                                  ------------     ------------
                                                                    36,034,138       35,395,920
 Less accumulated depreciation and amortization                     16,470,390       16,199,252
                                                                  ------------     ------------
                                                                    19,563,748       19,196,668
INTANGIBLE AND OTHER ASSETS
 Goodwill - net                                                      5,080,883        5,130,957
 Other assets                                                          201,152          218,227
                                                                  ------------     ------------
                                                                     5,282,035        5,349,184
                                                                  ------------     ------------
                                                                  $ 62,880,710     $ 62,274,831
                                                                  ------------     ------------
                                                                  ------------     ------------
</TABLE>

CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)

CADE INDUSTRIESI INC.
<TABLE>
                                                                    March 31,
                                                                      1999          December 31,
                                                                   (Unaudited)       1998*<F1>
                                                                  ------------      ------------
<S>                                                                    <C>              <C>
LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
 Note payable to bank                                              $ 2,065,000        $ 150,000
 Current portion of long-term debt                                   3,464,785        3,467,066
 Trade accounts payable                                              7,022,073        7,034,214
 Employee compensation and amounts withheld                          2,278,769        2,446,571
 Billings in excess of costs and estimated
  earnings on uncompleted contracts                                  7,185,438        9,600,327
 Accrued expenses                                                    3,864,081        2,591,998
 Accrued income taxes                                                  781,337          951,337
                                                                  ------------     ------------
   TOTAL CURRENT LIABILITIES                                        26,661,483       26,241,513

LONG-TERM DEBT                                                       7,607,192        8,313,322

DEFERRED INCOME TAXES                                                  666,000          666,000

SHAREHOLDERS' EQUITY
 Preferred Stock, 10% cumulative, non-voting,
  stated value $300 per share; authorized 500
  shares, none issued
 Common Stock, par value $.001 per share;
  authorized 100,000,000 shares, issued
  22,348,859 shares in 1999 and 1998                                    22,349           22,349
Additional paid-in capital                                           9,482,361        9,491,975
Retained earnings                                                   20,020,525       18,717,424
                                                                  ------------     ------------
                                                                    29,525,235       28,231,748
 Less cost of Common Stock in treasury
  (722,652 and 550,232 shares in 1999 and
  1998, respectively)                                                1,579,200        1,177,752
                                                                  ------------     ------------
                                                                    27,946,035       27,053,996
                                                                  ------------     ------------
                                                                  $ 62,880,710     $ 62,274,831
                                                                  ------------     ------------
                                                                  ------------     ------------

*<F1> The balance sheet at December 31, 1998 has been derived from the audited financial statements at that date.

See notes to condensed consolidated financial statements.

</TABLE>

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
CADE INDUSTRIES, INC.
<TABLE>
                                                                  Three Months Ended March 31,
                                                                  -----------------------------
                                                                      1999              1998
                                                                  ------------      ------------
<S>                                                                    <C>              <C>
Sales                                                             $ 26,069,089     $ 21,913,348

Operating expenses:
 Cost of sales                                                      20,167,284       16,637,336
 Selling, general and administrative expenses                        3,732,185        3,587,418
                                                                  ------------     ------------
                                                                    23,899,469       20,224,754
                                                                  ------------     ------------

 INCOME FROM OPERATIONS                                              2,169,620        1,688,594

Interest expense - net                                                 251,519          328,157
                                                                  ------------     ------------

 INCOME BEFORE INCOME TAXES                                          1,918,101        1,360,437

Income taxes                                                           615,000          442,000
                                                                  ------------     ------------

 NET INCOME                                                       $  1,303,101     $    918,437
                                                                  ------------     ------------
                                                                  ------------     ------------

 NET INCOME PER SHARE
  Basic                                                            $      0.06     $       0.04
  Diluted                                                                 0.06             0.04

See notes to condensed consolidated financial statements.
</TABLE>

<TABLE>
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
CADE INDUSTRIES, INC.

                                                                  Three Months Ended March 31,
                                                                  -----------------------------
                                                                      1999              1998
                                                                  ------------      ------------
<S>                                                                    <C>              <C>
NET CASH PROVIDED BY (USED IN):

OPERATING ACTIVITIES                                               $   454,886     $ (1,411,205)

INVESTING ACTIVITIES
 Additions to property, plant and equipment                         (1,250,218)        (958,900)

FINANCING ACTIVITIES
 Increase in note payable to bank                                    1,915,000        2,320,000
 (Payments) of long-term debt - net of new                           
  borrowing proceeds                                                  (708,411)        (670,890)
 Exercise of stock options                                            
 Purchase of common stock for treasury                                (500,314)          81,250
 Other                                                                  89,252           86,994
                                                                  ------------     ------------
                                                                       795,527        1,817,354
                                                                  ------------     ------------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                           195         (552,751)

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR                         580,489        1,093,176
                                                                  ------------     ------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                        $    580,684     $    540,425
                                                                  ------------     ------------
                                                                  ------------     ------------

See notes to condensed consolidated financial statements.
</TABLE>


              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             CADE INDUSTRIES, INC.

                                 MARCH 31, 1999

NOTE A - BASIS OF PRESENTATION
- ------------------------------

The condensed consolidated financial statements as of and for the three month
periods ended March 31, 1999 and 1998, have been prepared by the Company without
audit, pursuant to the rules and regulations of the Securities and Exchange
Commission.  In the opinion of management, such condensed consolidated financial
statements reflect all adjustments necessary (consisting only of normal
recurring accruals) for a fair presentation.  The results for the three month
period may not be necessarily indicative of the results for the full year.  For
further information, refer to the consolidated financial statements and
footnotes thereto included in the Company's annual report on Form 10-K for the
year ended December 31, 1998.

NOTE B - EARNINGS PER SHARE
- ---------------------------
<TABLE>
                                                                  Three Months Ended March 31,
                                                                  -----------------------------
                                                                      1999              1998
                                                                  ------------      ------------
<S>                                                                    <C>              <C>
Numerator:
  Numerator for basic and diluted earnings
   per share - income available to
   common shareholders                                            $  1,303,101     $    918,437
                                                                  ------------     ------------
Denomiriator:
  Denominator for basic earnings per share -
   weighted average shares                                          21,732,957       21,979,805

  Effect of dilutive stock options - potential
   common shares                                                       443,158          556,282
                                                                  ------------     ------------
  Denominator for diluted earnings per share -
   adjusted weighted-average shares                                 22,176,115       22,536,087
                                                                  ------------     ------------
                                                                  ------------     ------------
Basic Earnings Per Share                                          $       0.06     $       0.04
                                                                  ------------     ------------
                                                                  ------------     ------------
Diluted Earnings Per Share                                        $       0.06     $       0.04
                                                                  ------------     ------------
                                                                  ------------     ------------
</TABLE>

NOTE C - BUSINESS SEGMENTS
- --------------------------

Financial information segregated by reportable product segments for the three
months ended March 31, 1999 and 1998 is as follows:

<TABLE>
                                                                  Three Months Ended March 31,
                                                                  -----------------------------
                                                                      1999              1998
                                                                  ------------      ------------
<S>                                                                    <C>              <C>
Sales
- -----
 Engine and airframe products and services                        $ 16,753,600     $ 11,915,522
 Test facilities and equipment                                       9,315,489        9,997,826
                                                                  ------------     ------------
  Consolidated Sales                                              $ 26,069,089     $ 21,913,348
                                                                  ------------     ------------
                                                                  ------------     ------------

Income from Operations
- ----------------------
 Engine and airframe products and services                        $  2,295,468     $  1,319,102
 Test facilities and equipment                                         399,639          869,375
 Other                                                                (525,487)        (499,883)
                                                                  ------------     ------------
  Consolidated Income from Operations                             $  2,169,620      $ 1,688,594
                                                                  ------------     ------------
                                                                  ------------     ------------
</TABLE>
NOTE D - NEW ACCOUNTING PRONOUNCEMENT
- -------------------------------------

In June 1998 the Financial Accounting Standards Board issued Statement No. 133
("SFAS 133"), "Accounting for Derivative Instruments and Hedging Activities",
which is effective for years beginning after June 15, 1999.  The Company has not
completed its evaluation of the effect of adopting SFAS 133, however, it
does not expect any impact on its financial position and results of operations
from such statement adoption.

        PART I, ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
               FINANCIAL CONDITION AND RESULTS OF OPERATIONS

                             CADE INDUSTRIES, INC.

                             RESULTS OF OPERATIONS
                             ---------------------

SALES
- -----

The Company's net sales of $26,069,000 in the first quarter of 1999 represented
an increase of 19.0% or $4,156,000 from the same quarter of 1998.  The higher
sales for the quarter primarily reflects the Company's continued product
diversification and increased sales of gas turbine engine components and
overhaul and repair services.

At March 31, 1999, the Company's backlog was $81.7 million ($84.1 million at
March 31, 1998) which includes both firm orders supported by customer purchase
orders with fixed delivery dates, and blanket purchase orders against which
customers issue production releases covering relatively short time periods. The
decrease in order backlog at 1999 quarter end compared to 1998 primarily
reflects the continued increase in sales of overhaul and repair services and the
reduction in subcontract expense content of engine test facility and equipment
contracts.  Overhaul and repair orders, representing 26% of 1999 first quarter
sales, are not included in the order backlog due to their very short lead times.

COST OF SALES
- -------------

Cost of sales for the first quarter of 1999 increased $3,530,000 or 21.2% from
the same quarter of 1998.  The increase for the quarter was primarily due to the
higher sales (including subcontract revenue) in 1999.  Cost of sales as a
percent of sales in the first quarter of 1999 increased to 77.4% from 75.9% in
the comparable period of 1998.  Material cost of sales as a percent of sales
increased in the quarter primarily as a result of higher sales of flight
hardware components which have material content greater than historical cost
relationships.  Overhead costs as a percent of sales were modestly up in the
quarter due mainly to non-recurring costs related to manufacturing facilities
expansion at two of the Company's subsidiaries.  As a percent of sales, direct
labor costs, tooling amortization costs and subcontract costs were relatively
unchanged from the prior year's first quarter.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
- --------------------------------------------

Selling, general and administrative expenses ("administrative expenses") as a
percent of sales were 14.3% and 16.4% for the first quarters of 1999 and 1998,
respectively.  The decrease in administrative expenses as a percent of sales in
the 1999 first quarter resulted primarily from the 19% increase in sales in 1999
and the corresponding spreading of the administrative costs over a larger sales
base.  Partially offsetting the 1999 percentage decrease were higher commission
and royalty expenses, which resulted from the continued growth in repair and
overhaul sales subject to commission.

Actual amounts expended in 1999 increased by $145,000 from the comparable period
in 1998.   Factors contributing to the higher administrative expenses were
increased commission and royalty expenses.

NET INTEREST EXPENSE
- --------------------

Net interest expense as a percent of sales decreased to 1.0% in the first
quarter of 1999 from 1.5% in the comparable quarter in 1998, while the actual
amount in 1999 decreased $77,000 from $328,000 in 1998.  The decrease in the net
amount of interest expense was due to lower interest rates on variable rate debt
and to lower average short and long-term borrowings.

INCOME TAX EXPENSE
- ------------------

Income taxes were $615,000 or an effective tax rate of 32.1% in the 1999 first
quarter, compared to $442,000 or an effective tax rate of 32.5% for the same
quarter of 1998.   The effective tax rate is lower than the statutory rate due
primarily to the lower tax rate of the Company's foreign sales corporation.

NET INCOME
- ----------

Net income of $1,303,000 in the 1999 first quarter represents an increase in
after-tax earnings of $385,000 or 41.9%, from the 1998 first quarter.  Factors
contributing to these changes were discussed above.

                        LIQUIDITY AND CAPITAL RESOURCES
                        -------------------------------

The Company has historically met its working capital and longer term capital
needs through operating cash flow, short and long-term bank debt and leasing
arrangements on certain items of capital equipment.

During the first quarter of 1999, capital was used principally to fund the
Company's inventory and accounts receivable and its plant, equipment and tooling
expenditures.   Management expects to reduce its present level of investment in
accounts receivable, inventory and equipment and tooling during 1999 and to
increase its present level of investment in production and information systems
technology.  The Company will also continue to seek acquisition opportunities to
expand and/or diversify its markets.

The Company acquires shares of its stock on an ongoing basis when market
conditions and cash position warrant.  For 1999 management is authorized to
purchase up to one million shares under specified conditions.  During the first
quarter of 1999, the Company acquired 210,000 shares of its common stock for
approximately $500,000.

At the end of the quarter, the Company maintained a $9,000,000 unsecured credit
line with a bank, $6,517,000 of which was available at March 31, 1999, after
consideration of actual line of credit usage and credit line commitments to
support foreign exchange contracts and letters of credit.  The Company also had
outstanding approximately $10,411,000 of secured term debt, and $661,000 of
subordinated notes.

Management believes that expected increased revenues and on-going emphasis on
working capital management will provide adequate cash flow from operations.  As
a result, the Company's cash flow from operations, its current credit facilities
and available financing opportunities are felt to be adequate to finance its
operations and capital expenditure requirements at present and anticipated
levels.

Year 2000 Update
- ----------------

The Company has developed a Year 2000 Action Plan ("Action Plan") to address the
issue of computer programs, information technology and embedded computer chips
being unable to distinguish between the year 1900 and the year 2000.  During
1998, as discussed in the Company's annual report on Form 10-K for the year
ended December 31, 1998, management undertook a company-wide project for the
improvement of its business and manufacturing information systems through the
purchase of enterprise resource planning software ("ERP") from Baan Systems.
The ERP software will serve as the common base platform for the integration of
the manufacturing, financial, sales and procurement systems of each of the
Company's operations, replacing primarily dissimilar manually-driven systems.
This new system is scheduled for completion by end of third quarter 1999 and is
expected to make approximately 80% of the Company's business computer systems
Year 2000 compliant. The Company has developed a contingency plan to make the
programs that are scheduled to be replaced by the ERP system Year 2000
compliant, if necessary.  Remaining business software programs are expected to
be made Year 2000 compliant through the Action Plan, including those supplied by
vendors, or they will be retired.

The Action Plan consists of three major sections: 1) information technology
("IT") systems; 2) non-IT systems; and 3) third-party communications.   Phases
common to each of the three major sections are:  inventory of all equipment and
software; assessment of Year 2000 compliance of inventoried equipment and
software with prioritization of non compliant items determined to be material to
the Company; repair or replacement of material, non compliant items; testing of
material items; and development and implementation of contingency plans in the
event of material system failures.

At March 31, 1999, the inventory and assessment phases of the IT systems section
of the Action Plan were complete.  The IT systems section includes both hardware
and systems software as well as applications software.  Non compliance in this
section may be corrected through full replacements or supplemental corrective
solutions to the extent they are available from vendors and are reliable.  The
testing phase of this section, scheduled for completion by mid-1999, is on going
as hardware or system software is remediated, upgraded or replaced.
Contingency planning for this section is approximately 75% complete and
scheduled for completion by mid-1999.

The non IT systems section includes the hardware, software and related embedded
computer chips that are used in the operation of all Company facilities and
associated systems.  At March 31, 1999, the inventory and assessment phases of
the non-IT systems section were complete.  The Company estimates the repair and
testing of non-IT systems to be approximately 75% complete, with all repair and
testing scheduled to be completed by mid-1999.  Contingency planning for this
section is in process and scheduled for completion by mid-1999.

The third party communications section includes:  the identification and
prioritization of suppliers and customers where material relationships exist,
including direct interface; and communications with them regarding their plans
and progress in addressing the Year 2000 issue.  Communications and detailed
evaluations of the most critical suppliers and customers are scheduled for
completion by mid-1999, as is the development of contingency plans based on the
detailed evaluations.  The Company estimates that this section was on schedule
at March 31, 1999.

The Company believes that the cost, including the ERP-related hardware and
software, of its Year 2000 identification, assessment, remediation and testing
efforts, as well as currently anticipated costs to be incurred by the Company
with respect to Year 2000 issues of third parties, will not exceed $1,225,000,
which expenditures will be funded from operating cash flows and debt financing.
As of March 31, 1999, the Company had expended approximately $700,000, including
$425,000 in 1998, on Year 2000 issues.

The failure to correct a material Year 2000 problem could result in an
interruption in, or a failure of, certain normal business activities or
operations.  Such failures could have a material, adverse affect on the
Company's results of operations, liquidity and financial condition.  The Company
is currently unable to determine whether the effects of Year 2000 failures will
have a material impact on the Company's results of operations, liquidity or
financial condition due to the overall uncertainty inherent in the Year 2000
problem, particularly the uncertainty about the Year 2000 readiness of material
customers and suppliers.  The Year 2000 Action Plan is expected to significantly
reduce the Company's level of uncertainty about the Year 2000 issue, especially
about the Year 2000 compliance and readiness of its material third party agents.
The Company believes that, with the implementation of the new business system
and completion of the Action Plan as scheduled, the likelihood of major
interruptions of normal operations should be reduced.

Certain of the information contained in Item 2 is of a forward looking nature
and is subject to various uncertainties.  See Part II, Item 5.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
- -------

Not applicable - due to no material change.

                          PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS
- -------

Other than as described below in Item 5, the Company is not involved in any
material pending legal proceedings other than ordinary routine litigation
incidental to its business.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
- -------

At the Company's Annual Meeting of Shareholders on May 4, 1999, shareholders
elected the seven nominees for the Board of Directors.  There was no
solicitation in opposition to the nominees proposed in the Proxy Statement.  The
votes with respect to the nominees were as follows:

DIRECTOR NAME                 VOTES FOR           VOTES WITHHELD
- -------------                 ---------           --------------

Molly F. Cade                 12,209,273          274,295
Conrad G. Goodkind            12,217,198          266,370
William T. Gross              12,214,070          269,498
Richard A. Lund               12,214,457          269,111
Joseph R. O'Gorman            12,222,573          260,995
Terrell L. Ruhlman            12,210,473          273,095
John W. Sandford              12,222,495          261,073

ITEM 5.  OTHER INFORMATION
- -------

During 1998, the Company became aware that modifications designed to reduce
certain acoustic emissions at an engine test facility sold by the Company's
Central Engineering subsidiary ("Cenco") for delivery in April 1998, had failed
to achieve contract specifications in certain respects.  The original acoustic
design and installation work had been performed for Cenco under subcontract by a
French company, which filed for protection under French bankruptcy law in early
1998 prior to completion.

Cenco has provided certain remedial work in an attempt to bring the acoustic
emissions within contract specifications.  Cenco, along with engineering
services believed to be reliable, has identified other possible solutions aimed
at remedying the acoustic emissions problem.  Cenco is in the process of
modifying the facility's acoustic design and expects to have the remedial work
completed in mid 1999.  Cenco has reached an agreement with its customer that
limits Cenco's liability on the acoustic emissions problem to the cost of the
agreed upon remedial work and certain costs incurred by the customer in
connection with the interim use of alternative test facilities prior to the time
the facility becomes operational.  The Company estimates the total cost of
completion of remedial work and engine test to range from $6 million to $8
million.  The Company believes that these costs are for the most part covered
under a combination of a policy of insurance guaranteeing the design work of the
subcontractor and an errors and omissions insurance policy covering damages
resulting from Cenco design and engineering deficiencies and by warranty and
other reserves established by the Company.

The subcontractor has threatened a claim against Cenco in the French bankruptcy
action and Cenco has filed an action against the subcontractor's insurer in
England.  It is not possible at this time to estimate the extent of Cenco's
liability, if any, in the French bankruptcy proceeding.  However, the Company
believes that up to $13 million of potential insurance recoveries may be
available to Cenco for the costs of modifications to the facility and for the
interim use of alternative test facilities, although the actual extent of the
Company's recoveries cannot yet be determined.

The Company's officers may, when appropriate, make public statements that
contain forward looking information as to industry conditions and the Company's
sales and earnings.  Statements in this Form 10-Q as to future sales, earnings,
cash flow, operating margins, potential insurance recoveries, and economic and
industry conditions are forward looking information.  Forward looking
information is subject to risks and uncertainties that may significantly impact
expected results.   Among the factors that could cause actual results to differ
materially from those which are anticipated are the following:  business
conditions generally and conditions specifically in the aircraft and aerospace
industries; timing of receipt and delivery of orders; the timing and
satisfactory completion of engine test facilities; price fluctuations for raw
materials and labor; competitive factors, including price competition from other
suppliers of similar products and overhaul and repair services; risk of
obsolescence of tooling inventory before full amortization on project costs;
cancellation of orders; foreign currency exchange rates, the ability to obtain
effective hedges against fluctuations in currency exchange rates; foreign trade
and fiscal policies; insurance recoveries; and unexpected developments while
implementing the modifications necessary to mitigate Year 2000 compliance
issues, including the availability and cost of personnel trained in this area,
the ability to locate and correct all relevant computer codes, the indirect
impacts of third parties with whom we do business and who do not mitigate their
Year 2000 compliance problems and similar unforeseen consequences of the Year
2000 issue.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K
- -------

(a)  The following exhibit is filed herewith:

Exhibit 27.              Financial Data Schedule

(b) The Company has not filed any Reports on Form 8-K during the quarter for
  which this report is filed.

                                   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.


                             CADE INDUSTRIES, INC.
                             ----------------------


May 14, 1999
                            /s/ Edward B. Stephens
                         By -----------------------------
                         Edward B. Stephens
                         Vice President, Treasurer and
                         Chief Financial Officer

                             CADE INDUSTRIES, INC.

                                     * * *

                                 EXHIBIT INDEX

                                       TO

               QUARTERLY REPORT ON FORM 10-Q FOR THE PERIOD ENDED
                                 MARCH 31, 1999

EXHIBIT                       INCORPORATED HEREIN        FILED
NUMBER    DESCRIPTION            BY REFERENCE TO:       HEREWITH


27        Financial Data
          Schedule                                         X


<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>

THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CADE
INDUSTRIES, INC.  QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED MARCH 31,
1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FORM 10-Q.

</LEGEND>
       
<S>                           <C>
<PERIOD-TYPE>                 3-MOS
<FISCAL-YEAR-END>             DEC-31-1999
<PERIOD-END>                  MAR-31-1999
<CASH>                                     580,684
<SECURITIES>                                     0
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