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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OF THE
SECURITIES EXCHANGE ACT of 1934
For Quarter ended July 31, 1995
Commission file number: 0-6056
Michigan Rivet Corporation
(exact name of registrant as specified in its charter)
Michigan 38-1887153
(State of Incorporation) (I.R.S. Employer Identification No.)
13201 Stephens Road; Warren, MI 48089
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (810) 754-5100
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
--- ---
There were 638,525 outstanding shares of the registrant's common stock, $1.00
par value, as of July 31, 1995, close of the period covered by this report.
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MICHIGAN RIVET CORPORATION
NOTE TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and Rule
10-01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for
a fair presentation have been included. Operating results for the interim
periods are not necessarily indicative of the results that may be expected for
the 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 October 31, 1994.
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FORM 10-Q
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
MICHIGAN RIVET CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
<TABLE>
<CAPTION>
ASSETS
July 31, October 31,
1995 1994
----------- ------------
<S> <C> <C>
Current Assets:
Cash............................................ $ 1,015,231 $ 638,266
Accounts receivable, less allowance of $50,000.. 4,199,050 5,763,245
Inventories..................................... 4,739,946 5,019,346
Deferred federal income taxes................... 788,000 788,000
Prepaid expenses and other current assets....... 638,820 645,464
------------ -----------
TOTAL CURRENT ASSETS....................... 11,381,047 12,854,321
Other Assets...................................... 9,025 66,906
Property, Plant and Equipment..................... 23,232,450 22,300,890
Less accumulated depreciation................... 14,212,778 13,485,783
------------ -----------
9,019,672 8,815,107
------------ -----------
$20,409,744 $21,736,334
============ ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Notes payable to bank........................... $ 821,494 $ 3,743,000
Accounts payable................................ 3,212,653 3,990,635
Payroll and employee benefits................... 531,766 541,520
Other accrued expenses.......................... 844,546 774,504
Current maturities of long-term debt............ 498,831 498,831
------------ -----------
TOTAL CURRENT LIABILITIES.................. 5,909,290 9,548,490
Long-Term Debt.................................... 4,805,741 4,379,620
Accrued Retiree Health Liability.................. 2,264,382 1,457,602
Deferred Income Taxes............................. 484,568 484,568
Shareholders' Equity
Common stock - $1 par value
Authorized - 1,000,000 shares
Outstanding - 638,525 shares.................... 638,525 638,525
Other capital................................... 117,403 117,403
Retained earnings............................... 6,189,835 5,110,126
------------ -----------
6,945,763 5,866,054
------------ -----------
$20,409,744 $21,736,334
============ ===========
</TABLE>
See notes to condensed consolidated financial statements.
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FORM 10-Q
MICHIGAN RIVET CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
July 31 July 31
---------------------- -----------------------
1995 1994 1995 1994
---------- ---------- ----------- -----------
<S> <C> <C> <C> <C>
Net sales....................... $8,891,606 $8,756,463 $29,266,241 $27,899,767
Cost and expenses:
Cost of products sold......... 7,626,823 8,112,815 25,616,415 25,688,863
Selling, administrative
and general expenses........ 856,507 726,239 2,477,343 2,209,215
Life Insurance Proceeds....... (1,141,394)
Interest expense.............. 161,416 187,123 527,317 521,061
----------- ----------- ------------ ------------
8,644,746 9,026,177 27,479,681 28,419,139
----------- ----------- ------------ ------------
Income (Loss) before
income taxes................ 246,860 (269,714) 1,786,560 (519,372)
Income taxes.................... 84,000 608,000
----------- ----------- ------------ ------------
Net Income (Loss)............. $ 162,860 $ (269,714) $ 1,178,560 $ (519,372)
=========== ----------- ============ =============
Net Income (Loss) per share..... $ .26 $ (.42) $ 1.85 $ (.81)
=========== =========== ============ =============
Dividends per share............. $ .08 $ -0- $ .16 $ -0-
=========== =========== ============ =============
</TABLE>
See notes to condensed consolidated financial statements.
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FORM 10-Q
MICHIGAN RIVET CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF
CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
July 31
----------------------------
1995 1994
------------- ------------
<S> <C> <C>
OPERATING ACTIVITIES
Net income (loss)...................................... $ 1,178,560 $( 519,372)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation...................................... 815,132 774,000
Accrued retiree health liability.................. 806,780 1,079,936
Cash Provided from (used in) changes in
operating assets and liabilities:
Accounts receivable........................... 1,564,195 699,105
Inventories................................... 279,400 ( 483,700)
Prepaid expenses and other current assets..... 64,525 106,205
Accounts payable & other accrued expenses..... ( 717,694) 23,879
----------- -----------
NET CASH PROVIDED BY
OPERATING ACTIVITIES................................. 3,990,898 1,680,053
INVESTING ACTIVITIES
Acquisition of property, plant and equipment........... (1,019,697) ( 424,810)
FINANCING ACTIVITIES
Net increase (decrease) in short-term debt............. (2,921,506) ( 984,490)
Proceeds from long-term debt........................... 750,000
Payments on long-term debt............................. ( 323,879) ( 25,967)
Dividends paid......................................... ( 98,851)
----------- -----------
NET CASH PROVIDED BY (USED IN) FINANCING
ACTIVITIES........................................... (2,594,236) (1,010,457)
----------- -----------
INCREASE (DECREASE) IN CASH........................... 376,965 244,786
Cash at beginning of period.............................. 638,266 201,614
----------- -----------
CASH AT END OF PERIOD................................. $ 1,015,231 $ 446,400
=========== ===========
</TABLE>
See notes to condensed consolidated financial statements.
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MICHIGAN RIVET CORPORATION
NOTE TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1
On May 25, 1995, the Company and the Warren Plant hourly employees signed an
agreement that materially reduces the FAS 106 accrual. The annual accrual was
$1,890,000 and was reduced to $970,000 by this agreement, which was effective
retroactively to November 1, 1994.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
MICHIGAN RIVET CORPORATION
Results of Operations
Net sales in the quarter ended July 31, 1995 of $8,892,000 increased $135,000,
or 1.5% from the sales reported in the comparable period a year ago. The
growth in sales resulted from a change in product mix and price improvements on
some products. The net profit for the quarter ended July 31, 1995 was $163,000
vs. a net loss of ($270,000) in the comparable period a year ago.
The lower cost of sales percentage for the current fiscal year quarter is due
primarily to improved production efficiencies and lower expenses for rework,
salary labor, and freight.
Selling, general and administrative expenses have increased to 9.6% of sales
as compared to 8.3% for the previous year comparable period. This increase
was primarily due to higher sales commissions and Michigan Single Business
Taxes.
Interest expense decreased $26,000 due primarily to cash generated from profits
reducing short-term debt. The rate paid by the Company to Comerica Bank is
tied to the prevailing prime rate.
For the first nine months of 1995, net sales of $29,266,000 were 4.9% greater
than the same period in 1994, due primarily to the growth of the automotive
market of 1% and a change in product mix. The net profit for the first nine
months of 1995 was $1,179,000 vs. a net loss of ($519,000) in the comparable
period a year ago. The pretax profit was favorably affected by life insurance
proceeds of $1,141,000.
The results of operations reflected the adoption, effective November 1, 1993,
of FASB Statement No. 106 "Employers' Accounting for Post-Retirement Benefits
Other Than Pensions." The effect of the change was an additional pretax charge
to expense of $806,000 for the nine month period ended July 31, 1995 and
$1,080,000 for the nine month period ended July 31, 1994.
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Financial Condition
The Company has short-term credit lines aggregating $5,000,000, which are
advanced in accordance with a formula based on 80% of eligible accounts
receivable. At July 31, 1995, $821,000 was outstanding and $1,748,000 was
available for additional borrowings under the agreement. During the nine
months ended July 31, 1995, the Company incurred an additional debt of $750,000
to partially finance the purchase of new equipment.
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PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
No reports on Form 8-K were filed during the quarter ended July 31, 1995.
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, hereunto, duly authorized.
Michigan Rivet Corporation
William P. Lianos
By________________________________
William P. Lianos
Executive Vice President and Treasurer
(Principal Financial & Accounting Officer)
8-29-95
Date ____________________________
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EXHIBIT INDEX
<TABLE>
<CAPTION>
SEQUENTIALLY
EXHIBIT NUMBERED
NUMBER DESCRIPTION PAGE
- ------- ----------- ------------
<S> <C> <C>
27 -- Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM (A)
Condensed Consolidated Balance Sheets and Statements of Operations, AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH (B) 10-Q
</LEGEND>
<CIK> 0000065666
<NAME> MICHIGAN RIVET CORP.
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> OCT-31-1995
<PERIOD-START> NOV-01-1994
<PERIOD-END> JUL-31-1995
<EXCHANGE-RATE> 1
<CASH> 1,015,231
<SECURITIES> 0
<RECEIVABLES> 4,249,050
<ALLOWANCES> 50,000
<INVENTORY> 4,739,946
<CURRENT-ASSETS> 11,381,047
<PP&E> 23,232,450
<DEPRECIATION> 14,212,778
<TOTAL-ASSETS> 20,409,744
<CURRENT-LIABILITIES> 5,909,290
<BONDS> 4,805,741
<COMMON> 638,525
0
0
<OTHER-SE> 6,307,238
<TOTAL-LIABILITY-AND-EQUITY> 20,409,744
<SALES> 29,266,241
<TOTAL-REVENUES> 29,266,241
<CGS> 25,616,415
<TOTAL-COSTS> 25,616,415
<OTHER-EXPENSES> 2,477,343
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 527,317
<INCOME-PRETAX> 645,166
<INCOME-TAX> 219,000
<INCOME-CONTINUING> 426,166
<DISCONTINUED> 0
<EXTRAORDINARY> 759,394
<CHANGES> 0
<NET-INCOME> 1,178,560
<EPS-PRIMARY> 1.85
<EPS-DILUTED> 1.85
</TABLE>
