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Previous: AMERICAN MAIZE PRODUCTS CO, SC 14D1/A, 1995-05-15 |
Next: AMERAC ENERGY CORP, 10-Q, 1995-05-15 |
<PAGE> 1
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, 1995
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 1-5601
AMERICAN PRECISION INDUSTRIES INC.
(Exact name of registrant as specified in its charter)
DELAWARE 16-1284388
- - - - - - - -------------------------------- ----------------------
(State or other jurisidiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2777 WALDEN AVENUE, BUFFALO, NEW YORK 14225
- - - - - - - -------------------------------------- ----------------------
(Address of principal executives offices) (Zip Code)
(716) 684-9700
-------------------------------------------------------
(Registrant's telephone number, including area code)
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
------- ------.
Number of shares of outstanding stock
on May 12, 1995 7,064,426
This document contains pages 1 through 10 inclusive.
<PAGE> 2
<TABLE>
AMERICAN PRECISION INDUSTRIES
AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF EARNINGS
(Unaudited)
<CAPTION>
FIRST QUARTER ENDED
----------------------------------------
1995 1994
March March
------------- -----------
<S> <C> <C>
Net Sales $19,222,000 $14,192,000
Investment Income 67,000 102,000
------------- -----------
Revenues 19,289,000 14,294,000
------------- -----------
Costs and Expenses:
Cost of products sold 12,968,000 9,441,000
Selling and administrative 4,307,000 3,553,000
Research and product development 303,000 191,000
Interest and debt expense 58,000 54,000
------------- -----------
17,636,000 13,239,000
------------- -----------
Earnings before Income Taxes 1,653,000 1,055,000
Federal and State Income Taxes 611,000 375,000
------------- -----------
Net Earnings $ 1,042,000 $ 680,000
============= ===========
Net Earnings per Share $ 0.15 $ 0.10
============= ===========
Dividends Declared per Share $ 0.0625 $ 0.0600
============= ===========
Average Shares Outstanding 7,064,000 7,059,000
============= ===========
</TABLE>
<PAGE> 3
<TABLE>
AMERICAN PRECISION INDUSTRIES
AND SUBSIDIARIES
<CAPTION>
CONSOLIDATED BALANCE SHEET
- - - - - - - --------------------------
(Unaudited)
1995 1994
March December
----------- -----------
<S> <C> <C>
Assets
Current Assets
Cash and cash equivalents $ 785,000 $ 2,135,000
Accounts receivable, less allowance for
doubtful accounts of $348,000 and $373,000 11,336,000 10,555,000
Marketable securities 2,150,000 1,706,000
Inventories 8,875,000 8,827,000
Prepaid expenses 951,000 862,000
Deferred income tax benefit 111,000 153,000
----------- -----------
Total Current Assets 24,208,000 24,238,000
----------- -----------
Investments 2,156,000 3,562,000
Other Assets
Cost in excess of net assets acquired 2,283,000 2,245,000
Prepaid pension cost 2,082,000 2,005,000
Net cash value of life insurance 1,653,000 1,651,000
Other 605,000 566,000
----------- -----------
Total Other Assets 6,623,000 6,467,000
----------- -----------
Property, Plant and Equipment
Land 211,000 211,000
Buildings and improvements 5,341,000 5,305,000
Machinery, equipment and furniture 20,782,000 20,730,000
Construction in process 806,000 410,000
----------- -----------
27,140,000 26,656,000
Less accumulated depreciation 16,848,000 16,454,000
----------- -----------
Net Property, Plant and Equipment 10,292,000 10,202,000
----------- -----------
$43,279,000 $44,469,000
=========== ===========
</TABLE>
<PAGE> 4
<TABLE>
AMERICAN PRECISION INDUSTRIES
AND SUBSIDIARIES
<CAPTION>
CONSOLIDATED BALANCE SHEET
- - - - - - - --------------------------
(Unaudited)
1995 1994
March December
---------- ----------
<S> <C> <C>
Liabilities and Shareholders' Equity
Current Liabilities
Short-term borrowings $ 300,000 $ 2,000,000
Accounts payable 4,146,000 4,609,000
Accrued compensation and payroll taxes 2,410,000 2,523,000
Other accrued expenses 868,000 898,000
Dividends payable 442,000 441,000
Current portion of long-term obligations 347,000 366,000
Federal and state income taxes 677,000 79,000
---------- ----------
Total Current Liabilities 9,190,000 10,916,000
---------- ----------
Other Noncurrent Liabilities 80,000 176,000
Long-Term Obligations, less current portion 2,433,000 2,472,000
Shareholders' Equity
Common stock, par value
$.66-2/3 per share:
Authorized - 10,000,000 shares
Issued - 7,442,448 and 7,442,048 shares 4,962,000 4,961,000
Additional paid-in capital 9,101,000 9,098,000
Retained earnings 20,325,000 19,726,000
Net unrealized gain (loss) on marketable
securities and investments 50,000 (18,000)
---------- ----------
34,438,000 33,767,000
Less cost of 378, 262 treasury shares 2,862,000 2,862,000
---------- ----------
Total Shareholders' Equity 31,576,000 30,905,000
---------- ----------
$43,279,000 $44,469,000
========== ==========
</TABLE>
<PAGE> 5
<TABLE>
AMERICAN PRECISION INDUSTRIES
AND SUBSIDIARIES
<CAPTION>
CONSOLIDATED STATEMENT OF CASH FLOWS
- - - - - - - ------------------------------------
(Unaudited)
THREE MONTHS ENDED
-------------------------------
1995 1994
MARCH MARCH
----------- -----------
<S> <C> <C>
Cash Flows from Operating Activities
Net income $1,041,000 $680,000
Adjustments to reconcile net income to cash
and cash equivalents provided by operating activities:
Depreciation and amortization 675,000 471,000
Gain on sale of investments and fixed assets - (6,000)
Increase in supplemental benefit program 34,000 25,000
Recognition of pension income under FASB #87 (78,000) (41,000)
Change in various allowance accounts (16,000) 41,000
(Increase) Decrease in:
Accounts receivable (757,000) (1,080,000)
Inventories (55,000) (808,000)
Prepaid expenses (90,000) 109,000
Prepaid income taxes - 58,000
Other assets, net (119,000) 6,000
Increase (Decrease) in:
Accounts payable (462,000) (1,000)
Accrued expenses (143,000) 542,000
Federal and state income taxes 598,000 310,000
Other noncurrent liabilities (96,000) -
----------- -----------
Net cash provided by Operating Activities 532,000 306,000
----------- -----------
Cash Flows from Investing Activities
Purchases of investments and marketable securities - (752,000)
Additions to property, plant and equipment (731,000) (527,000)
Proceeds from investments and sale of fixed assets 1,079,000 966,000
----------- -----------
Net cash provided (used) by Investing 348,000 (313,000)
----------- -----------
Cash Flows from Financing Activities
Exercise of stock options 3,000 26,000
Payment of long-term obligations, including current (92,000) (156,000)
Dividends paid (441,000) (424,000)
Short-term borrowings (1,700,000) -
----------- -----------
Net cash (used) by Financing Activities (2,230,000) (554,000)
----------- -----------
Net Decrease in Cash and Cash Equivalents (1,350,000) (561,000)
Cash and Cash Equivalents at Beginning of Year 2,135,000 1,455,000
----------- -----------
Cash and Cash Equivalents at End of Period $785,000 $894,000
========== ===========
</TABLE>
<PAGE> 6
AMERICAN PRECISION INDUSTRIES
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
First Quarter Ended March 31,1995
------------------------------------------
Note A Consolidated Financial Statements
- - - - - - - ------ ---------------------------------
The Consolidated Balance Sheet as of March 31, 1995, and the
Consolidated Statement of Earnings, and the Consolidated Statements of
Cash Flows for the periods ended March 31, 1995 and April 1, 1994
have been prepared by the Company without audit. In the opinion of
management, all adjustments (which include only normal recurring
adjustments) necessary to present fairly the financial position,
results of operations, and changes in cash flow at March 31,1995 and
for all periods presented have been made.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with Generally
Accepted Accounting Principles have been condensed or omitted. It is
suggested these condensed consolidated financial statements be read in
conjunction with the financial statements and the notes thereto
included in the Company's December 30, 1994 Annual Report to
Shareholders.
NOTE B Marketable Securities and Investments
- - - - - - - ------ -------------------------------------
In connection with the Management Agreement between the Company and
Gettys Corporation, municipal bonds in the amounts of $749,000
reflected as marketable securities and $1,351,000 reflected as
investments are held in an escrow account to be applied to the
purchase price of the net assets of Gettys Corporation at the time the
Company acquires those net assets pursuant to the exercise of the put
or call option provisions of the Management Agreement.
Note C Inventories
- - - - - - - ------ -----------
It is not practical to determine raw material, work in process, and
finished goods inventories during interim periods.
<PAGE> 7
<TABLE>
Note D Long-Term Obligations
- - - - - - - ------ ---------------------
<CAPTION>
March 31, 1995
-------------------------------------
Outstanding Current Long-Term
----------- -------- ----------
<S> <C> <C> <C>
Industrial Revenue
Bonds $1,600,000 $176,000 $1,424,000
Supplemental Benefit
Program 1,180,000 171,000 1,009,000
----------- -------- ----------
$2,780,000 $347,000 $2,433,000
=========== ======== ==========
</TABLE>
Note E Earnings Per Share
- - - - - - - ------ ------------------
Earnings per share are based on the weighted average number of
shares outstanding.
<PAGE> 8
MANAGEMENT'S DISCUSSION AND ANALYSIS
------------------------------------
Consolidated revenues in the first quarter of 1995 increased 34.9% as compared
with the previous year. Sales within the Heat Transfer segment increased 29.2%
and is attributable to both increased sales of traditional water cooled heat
exchangers to existing customers, as well as significant growth in the air
cooled heat exchanger product line. The increase of 74.9% in sales of the
Motion Technologies segment is the result of the acquisition of Harowe Servo
Controls, Inc. in June 1994, as well as a slightly higher sales volume of our
previously existing motion control products. The Electronic Components segment
sales increased 3.7% due to a higher sales volume in a specific axial-leaded
product offset by the completion of a major sales order to one customer in
1994, which has not reoccurred in 1995.
Net earnings increased 53.2% as compared to the prior year primarily due to the
increased sales, offset by higher selling and administrative and research and
product development expenses. The higher levels of selling and research and
product development expenses result form the Company growth strategy for
developing new products and customers, as well as the acquisition of Harowe
Servo Controls, as previously mentioned.
The backlog of unfilled orders at the end of the first quarter was a record
$24.9 million, up 34.2% from last year and 47.6% for the quarter.
The accompanying table is a comparison of the consolidated statement of
earnings expressed as a percentage of revenues. A comparison of federal and
state income taxes as a percentage of pre-tax earnings is also shown.
<PAGE> 9
<TABLE>
AMERICAN PRECISION INDUSTRIES
AND SUBSIDIARIES
Components of Consolidated Statement of Earnings
Expressed as a Percentage of Revenues
------------------------------------------------
<CAPTION>
First Quarter Ended
1995 1994
March March
-------- --------
<S> <C> <C>
Revenues 100.0 100.0
-------- --------
Costs and Expenses
Cost of products sold 67.2 66.0
Selling and administrative 22.3 24.9
Research and product development 1.6 1.3
Interest and debt expense 0.3 0.4
-------- --------
91.4 92.6
-------- --------
Earnings before Income Taxes 8.6 7.4
Federal and State Income Taxes 3.2 2.6
-------- --------
Net Earnings 5.4 4.8
======== ========
Federal and State Income Taxes
as a percentage of Earnings
Before Income Taxes 37.0 35.5
======== ========
</TABLE>
<PAGE> 10
PART II. OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit
Number Description
------- -----------
27.1 Financial Data Schedule
(b) Reports on Form 8-K
The Company did not file any reports on Form 8-K
during the three months ended March 31, 1995.
<PAGE> 11
AMERICAN PRECISION INDUSTRIES
AND SUBSIDIARIES
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.
AMERICAN PRECISION INDUSTRIES INC.
/s/ John M. Murray
-----------------------------------------
John M. Murray
Vice President Finance and Treasurer
/s/ Thomas M. Huebsch
-----------------------------------------
Thomas M. Huebsch
Chief Accounting Officer
May 12, 1995
<PAGE> 12
EXHIBIT INDEX
Pagination
By
Sequential
Exhibit Exhibit Numbering
Number Description System
- - - - - - - ------- ----------- ----------
27.1 Financial Data Schedule
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000933537
<NAME> AMERICAN PRECISION INDUSTRIES
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-29-1995
<PERIOD-END> MAR-31-1995
<CASH> 785,000
<SECURITIES> 2,150,000
<RECEIVABLES> 11,336,000
<ALLOWANCES> 348,000
<INVENTORY> 8,875,000
<CURRENT-ASSETS> 24,208,000
<PP&E> 27,140,000
<DEPRECIATION> 16,848,000
<TOTAL-ASSETS> 43,279,000
<CURRENT-LIABILITIES> 9,190,000
<BONDS> 0
<COMMON> 4,962,000
0
0
<OTHER-SE> 26,614,000
<TOTAL-LIABILITY-AND-EQUITY> 43,279,000
<SALES> 19,222,000
<TOTAL-REVENUES> 19,289,000
<CGS> 12,968,000
<TOTAL-COSTS> 17,636,000
<OTHER-EXPENSES> 4,610,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 58,000
<INCOME-PRETAX> 1,653,000
<INCOME-TAX> 611,000
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,042,000
<EPS-PRIMARY> .15
<EPS-DILUTED> 0
</TABLE>
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