<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10 - Q
/X/ Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended DECEMBER 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 0-11309
GALILEO ELECTRO-OPTICS CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 04-2526583
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
GALILEO PARK, P.O. BOX 550, STURBRIDGE, MASSACHUSETTS 01566
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code (508) 347-9191
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 / /
--- ---
Indicate the number of shares outstanding of the Issuer's classes of common
stock, as of the latest practicable date.
COMMON STOCK, PAR VALUE $.01: 6,506,932 SHARES OUTSTANDING AT
DECEMBER 31, 1995.
<PAGE> 2
GALILEO ELECTRO-OPTICS CORPORATION
INDEX
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
PART I. Financial Information:
Consolidated Condensed Balance Sheets -
December 31, 1995 and September 30, 1995................................... 3
Consolidated Condensed Statements of Operations - Three
months ended December 31, 1995 and December 31, 1994....................... 5
Consolidated Condensed Statements of Cash Flows -
Three months ended December 31, 1995 and December 31, 1994................. 6
Notes to Consolidated Condensed Financial Statements........................ 8
Management's Discussion and Analysis of Financial
Condition and Results of Operations........................................ 9
PART II. Other Information:
Other Information........................................................... 11
Index to Exhibits........................................................... 13
Exhibit 11 - Calculation of Earnings Per Share.............................. 14
</TABLE>
2
<PAGE> 3
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
GALILEO ELECTRO-OPTICS CORPORATION
CONSOLIDATED CONDENSED BALANCE SHEETS
(In thousands of dollars)
<TABLE>
<CAPTION>
Unaudited Audited
Dec. 31, 1995 Sept. 30, 1995
------------- --------------
ASSETS
- ------
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 9,589 $ 8,274
Accounts receivable, net 5,843 6,961
Inventories:
Finished goods 280 97
Work-in-process 453 367
Raw materials 4,192 4,418
-------- --------
4,925 4,882
Deferred income taxes 308 308
Other current assets 100 97
Assets held for sale, net 2,345 2,345
-------- --------
Total current assets 23,110 22,867
Property, plant and equipment:
Land, buildings and improvements 16,147 16,147
Machinery, equipment and furniture 23,726 23,726
Capital projects in process 1,624 1,110
-------- --------
41,497 40,983
Less accumulated depreciation (22,140) (21,348)
-------- --------
Net property, plant and equipment 19,357 19,635
Other assets, net 2,645 2,661
-------- --------
Total assets $ 45,112 $ 45,163
======== ========
</TABLE>
See accompanying notes.
- Continued -
3
<PAGE> 4
GALILEO ELECTRO-OPTICS CORPORATION
CONSOLIDATED CONDENSED BALANCE SHEETS
(In thousands of dollars)
<TABLE>
<CAPTION>
Unaudited Audited
Dec. 31, 1995 Sept. 30, 1995
------------- --------------
LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------
<S> <C> <C>
Current liabilities:
Accounts payable $ 1,123 $ 2,412
Accrued liabilities 1,689 1,711
------- -------
Total current liabilities 2,812 4,123
Deferred income taxes 469 469
Long-term obligation -- Capital leases 174 174
Accrued postretirement benefits other than
pensions 653 623
Shareholders' equity:
Common stock 65 65
Additional paid-in capital 42,383 42,241
Accumulated deficit (1,444) (2,532)
------- -------
Total shareholders' equity 41,004 39,774
------- -------
Total liabilities and shareholders' equity $45,112 $45,163
======= =======
</TABLE>
See accompanying notes.
4
<PAGE> 5
GALILEO ELECTRO-OPTICS CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(In thousands of dollars except share and per share data)
UNAUDITED
<TABLE>
<CAPTION>
Three Months Ended
----------------------------
Dec. 31, 1995 Dec. 31, 1994
------------- -------------
<S> <C> <C>
Net sales $8,353 $7,198
Cost of sales 5,486 5,553
------ ------
Gross profit 2,867 1,645
Selling, engineering and
administrative expenses 2,162 2,164
------ ------
Operating profit (loss) 705 (519)
Other income 118 67
------ ------
Income (loss) before income taxes
and extraordinary gain 823 (452)
Provision (benefit) for income taxes (107) 24
------ ------
Income (loss) before extraordinary
gain 930 (476)
Extraordinary gain on receipt and sale
of stock (net of income tax expense
of $161) 158 --
------ ------
Net income (loss) $1,088 $ (476)
====== ======
Net income (loss) per common and common
equivalent share outstanding:
Before extraordinary gain $ .14 $ (.07)
Effect of extraordinary gain .02 --
------ ------
Net income (loss) $ .16 $ (.07)
====== ======
Weighted average common and common
equivalent shares outstanding 6,595,383 6,473,654
</TABLE>
See accompanying notes.
5
<PAGE> 6
GALILEO ELECTRO-OPTICS CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(In thousands of dollars)
UNAUDITED
<TABLE>
<CAPTION>
Three Months Ended
----------------------------
Dec. 31, 1995 Dec. 31, 1994
------------- -------------
<S> <C> <C>
Cash flows from operating activities:
- -------------------------------------
Cash received from customers $ 9,453 $ 6,995
Cash paid to suppliers and employees (8,238) (7,306)
Other income 3 1
Interest paid (primarily capital lease) (5) (4)
Investment income received 120 70
Taxes paid (40) (11)
------- -------
Net cash provided (used) by operating activities 1,293 (255)
Cash flows from investing activities:
- -------------------------------------
Proceeds from receipt and sale of stock 403 --
Capital expenditures (514) (99)
------- -------
Net cash used in investing activities (111) (99)
Cash flows from financing activities:
- -------------------------------------
Principal payments under capital lease (9) (17)
Proceeds from issuance of common stock 142 --
------- -------
Net cash received (used) by financing activities 133 (17)
Net increase (decrease) in cash and cash
equivalents 1,315 (371)
Cash and cash equivalents at beginning of period 8,274 6,185
------- -------
Cash and cash equivalents at end of period $ 9,589 $ 5,814
======= =======
</TABLE>
See accompanying notes.
- Continued -
6
<PAGE> 7
GALILEO ELECTRO-OPTICS CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(In thousands of dollars)
UNAUDITED
<TABLE>
<CAPTION>
Three Months Ended
----------------------------
Dec. 31, 1995 Dec. 31, 1994
------------- -------------
<S> <C> <C>
Reconciliation of net income (loss) to net cash
provided (used) by operating activities:
- ----------------------------------------
Net income (loss) $ 1,088 $(476)
Adjustments to reconcile net income (loss) to net cash
provided (used) by operating activities:
Extraordinary gain on receipt and sale of stock (319) --
Depreciation and amortization 809 812
Provision for losses on accounts receivable, net (18) (11)
Postretirement benefits 30 7
Increase (decrease) in cash from changes in operating
assets and liabilities:
Accounts receivable 1,136 (180)
Inventories (43) (142)
Other current assets (3) 99
Other assets, net -- 34
Accounts payable (1,289) (387)
Accrued liabilities (98) (11)
------- -----
Total adjustments 205 221
------- -----
Net cash provided (used) by operating activities $ 1,293 $(255)
======= ======
</TABLE>
See accompanying notes.
7
<PAGE> 8
GALILEO ELECTRO-OPTICS CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
1. In the opinion of management, the accompanying unaudited consolidated
condensed financial statements contain all adjustments (consisting of only
normal recurring adjustments) necessary to present fairly the Company's
financial position as of December 31, 1995 and the results of operations
and cash flows for the three month periods ended December 31, 1995 and
1994.
2. The accounting policies followed by the Company are set forth in Note 1
to the Company's consolidated financial statements in the Company's Annual
Report for fiscal year 1995.
8
<PAGE> 9
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS
Sales for the quarter ended December 31, 1995 were $8,353,000, an increase of
$1,155,000 or 16% from the same quarter a year ago. Operating profit amounted
to $705,000 while net income was $1,088,000, or $.16 per share, which included
an extraordinary gain, net of taxes, of $158,000, or $.02 per share, from the
receipt and sale of stock following the demutualization of the Company's health
insurance carrier. For the first quarter of last year, the Company reported an
operating loss of $519,000 and a net loss of $476,000, or $.07 per share.
The improvement in profitability resulted primarily from higher sales volume in
three of the Company's four businesses, a better product mix, selective price
increases, continued cost reduction programs and productivity improvements.
The Office Products business experienced a 32% sales gain, driven by continuing
strong demand for dicorotrons and by selective price increases implemented at
the beginning of the fiscal year. Dicorotrons, for which the Company is
currently the sole source of supply to Xerox Corporation, generate ions which
charge a copier's photoreceptor. A number of products were also phased out due
to their lower profitability.
Sales of Scientific Detector Products decreased 4% from the same quarter a year
ago primarily due to the completion last year of the $1.9 million contract with
the National Institute of Standards and Technology to develop new fabrication
techniques for microchannel plates. Excluding this activity, sales of
Scientific Detector Products were up 11%. Shipments of microchannel plates,
which are used in image intensification and research and development
applications, were particularly strong, being up 27% for the quarter. Also,
sales of detector assemblies rose 9% while shipments of Channeltron single
channel detectors were down slightly.
Sales of Medical Products, although still modest, are trending upward with the
Company focusing on gaining market penetration for new endoscopes. Engineering
development work on two endoscopes for spinal procedures for Sofamor Danek, a
manufacturer of spinal surgical devices, is being completed, and other product
developments are being aggressively pursued. The Company has received its
first order for medical endoscopes from an international distributor as well as
its first production order for the Sofamor Danek scopes. Finally, shipments of
Remote Sensor Products, consisting of infrared spectroscopy systems and
accessories for on-line monitoring of industrial processes, were also up from
the same quarter a year ago. The Medical Products and Remote Sensor Products
businesses are developing businesses and are not yet profitable at the
operating profit level.
9
<PAGE> 10
Shortly after the end of the first quarter, the Company's Forest, Virginia
facility, which had been held for sale since it was closed in fiscal year 1994,
was sold. The Company does not expect any material financial impact as a
result of the sale.
FINANCIAL CONDITION
The Company's working capital at December 31, 1995, of $20,298,000 increased
$1,554,000 from the balance at September 30, 1995, of $18,744,000. The cash
and short-term investments balance at December 31, 1995 was $9,589,000 versus
$8,274,000 at September 30, 1995. The change in working capital was primarily
due to an increase in cash and a decrease in accounts payable partially offset
by a decrease in accounts receivable.
The Company considers its working capital position to be adequate to support
its currently planned operations and does not anticipate a need for external
financing.
Capital spending for the quarter amounted to $514,000. This compares with
$99,000 of capital expenditures in the first quarter of fiscal year 1995. The
higher capital spending was the result of investments related to tooling, molds
and a variety of equipment to upgrade the Company's manufacturing processes.
10
<PAGE> 11
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits: Exhibit 11 - Calculation of Earnings Per Share.
b. Reports on Form 8-K: There were no reports on Form 8-K filed for
the three months ended December 31, 1995.
11
<PAGE> 12
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.
GALILEO ELECTRO-OPTICS CORPORATION
Dated: February 7, 1996 /s/ William T. Hanley
-----------------------------------------
William T. Hanley, President and
Chief Executive Officer (Principal
Executive Officer)
/s/ Josef W. Rokus
-----------------------------------------
Josef W. Rokus, Vice President,
Finance and Chief Financial Officer
(Principal Financial and Accounting
Officer)
12
<PAGE> 13
GALILEO ELECTRO-OPTICS CORPORATION
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit No. Page No.
- ----------- --------
<S> <C> <C>
11 Calculation of Earnings Per Share 14
</TABLE>
13
<PAGE> 1
EXHIBIT 11
GALILEO ELECTRO-OPTICS CORPORATION
CALCULATION OF EARNINGS PER SHARE
<TABLE>
<CAPTION>
Three Months Ended
----------------------------
Dec. 31, 1995 Dec. 31, 1994
------------- -------------
<S> <C> <C>
Primary
Average shares outstanding 6,493,660 6,473,654
Net effect of dilutive stock options - based
on the treasury stock method using average
market price 101,723 --
---------- ----------
Total 6,595,383 6,473,654
Net income (loss) $1,088,000 $(476,000)
========== ==========
Per share amount $.16 $(.07)
========== ==========
Fully Diluted
Average shares outstanding 6,493,660 6,473,654
Net effect of dilutive stock options - based
on the treasury stock method using the quarter-
end market price, if higher than average
market price 110,009 --
---------- ----------
Total 6,603,669 6,473,654
Net income (loss) $1,088,000 $(476,000)
========== ==========
Per share amount $.16 $(.07)
========== ==========
</TABLE>
14
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-START> OCT-01-1995
<PERIOD-END> DEC-31-1995
<CASH> 9,589
<SECURITIES> 0
<RECEIVABLES> 5,874
<ALLOWANCES> 31
<INVENTORY> 4,925
<CURRENT-ASSETS> 23,110
<PP&E> 41,497
<DEPRECIATION> 22,140
<TOTAL-ASSETS> 45,112
<CURRENT-LIABILITIES> 2,812
<BONDS> 0
0
0
<COMMON> 65
<OTHER-SE> 40,939
<TOTAL-LIABILITY-AND-EQUITY> 45,112
<SALES> 8,353
<TOTAL-REVENUES> 8,353
<CGS> 5,486
<TOTAL-COSTS> 5,486
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 823
<INCOME-TAX> (107)
<INCOME-CONTINUING> 930
<DISCONTINUED> 0
<EXTRAORDINARY> 158
<CHANGES> 0
<NET-INCOME> 1,088
<EPS-PRIMARY> .16
<EPS-DILUTED> .16
</TABLE>
