<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For The Quarter Ended June 30, 1995 Commission File No. 0-6994
------
NEW BRUNSWICK SCIENTIFIC CO., INC.
State of Incorporation - New Jersey E. I. #22-1630072
-----------
44 Talmadge Road, Edison, N.J. 08818-4005
Registrant's Telephone Number: 908-287-1200
------------
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 twelve (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 ninety (90) days.
Yes X No .
---- ----
There are 3,588,932 Common shares outstanding as of August 10, 1995.
<PAGE>
NEW BRUNSWICK SCIENTIFIC CO., INC.
Index
PAGE NO.
--------
PART I. FINANCIAL INFORMATION:
Item 1:
Consolidated Condensed Balance Sheets -
June 30, 1995 and December 31, 1994 3
Consolidated Statements of Operations -
Three and Six Months Ended June 30, 1995 and 1994 4
Consolidated Condensed Statements of
Cash Flows - Six Months Ended June 30, 1995 and 1994 5
Notes to Consolidated Condensed Financial
Statements 6
Item II:
Management's Discussion and Analysis of Results
of Operations and Financial Condition 7
PART II. OTHER INFORMATION 9
<PAGE>
NEW BRUNSWICK SCIENTIFIC CO., INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(In thousands, except for share data)
<TABLE>
<CAPTION>
ASSETS
June 30, December 31,
1995 1994
--------- -----------
Current Assets (Unaudited)
<S> <C> <C>
Cash and cash equivalents $ 5,748 $ 7,142
Accounts receivable, net 7,556 7,700
Deferred income tax benefit 302 302
Inventories:
Raw materials and sub-assemblies 7,754 7,126
Work-in-process 2,002 1,826
Finished goods 4,179 3,757
------- -------
Total inventories 13,935 12,709
Prepaid expenses and other current assets 1,392 1,218
------- -------
Total current assets 28,933 29,071
------- -------
Property, plant and equipment, net 5,070 4,922
Other assets 485 511
------- -------
$34,488 $34,504
======= =======
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Current installments of long-term debt $ 111 $ 176
Accounts payable and accrued expenses 5,464 5,928
------- -------
Total current liabilities 5,575 6,104
------- -------
Long-term debt, net of current installments 662 665
------- -------
Shareholders' equity:
Common stock, $.0625 par, authorized 25,000,000
shares; shares issued and outstanding, 1995 -
3,588,932 and 1994 - 3,581,283 net of shares
held in treasury, 338,500 224 224
Capital in excess of par 19,246 19,213
Retained earnings 8,770 8,495
Currency translation adjustment 11 (197)
------- -------
Total shareholders' equity 28,251 27,735
------- -------
$34,488 $34,504
======= =======
</TABLE>
See notes to consolidated condensed financial statements.
<PAGE>
NEW BRUNSWICK SCIENTIFIC CO., INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
-------- --------
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net sales $ 9,521 $ 9,964 $18,958 $19,230
Operating costs and expenses:
Cost of sales 5,701 6,219 11,458 12,013
Selling, general and
administrative expenses 3,063 3,006 6,043 5,826
Research, development and
engineering expenses 506 435 974 887
-------- -------- ------- -------
Total operating costs
and expenses 9,270 9,660 18,475 18,726
------- ------- ------- -------
Income from operations 251 304 483 504
Other income (expense):
Interest income 55 28 120 55
Interest expense (17) (15) (32) (32)
Other income (expense), net 12 18 (3) (4)
--------- -------- ------- -------
50 31 85 19
--------- -------- ------- -------
Income before income taxes 301 335 568 523
Income taxes 47 100 114 156
--------- ------- ------- -------
Net income $ 254 $ 235 $ 454 $ 367
======== ======== ======= =======
Earnings per Common share $ .07 $ .07 $ .13 $ .10
========= ========= ======= =======
Weighted average number of
shares outstanding 3,584 3,571 3,582 3,570
======= ======= ======= =======
</TABLE>
See notes to consolidated condensed financial statements.
<PAGE>
NEW BRUNSWICK SCIENTIFIC CO., INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
June 30
---------------------------------
1995 1994
---------- --------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 454 $ 367
Adjustments to reconcile net income to net cash
provided (used) by operating activities:
Depreciation 266 310
Change in related balance sheet accounts:
Accounts receivable 266 (579)
Inventories (1,131) 191
Prepaid expenses and other current assets (154) 152
Accounts payable and accrued expenses (599) (531)
------- -------
Net cash used by operating activities (898) (90)
------- -------
Cash flows from investing activities:
Additions to property, plant and equipment (381) (225)
Sale of equipment 16 -
------- -------
Net cash used by investing activities (365) (225)
------- -------
Cash flows from financing activities:
Dividends (179) -
Repayment of long-term debt (90) (106)
Proceeds from issuance of Common stock
under Employee Stock Purchase Plan 33 24
Proceeds from issuance of Common stock under
Stock Option Plan for nonemployee directors - 2
------- -------
Net cash used by financing activities (236) (80)
------- -------
Net effect of exchange rate changes on cash 105 73
------- -------
Net decrease in cash and cash equivalents 1,394 322
Cash and cash equivalents at beginning of period 7,142 4,773
------- -------
Cash and cash equivalents at end of period $ 5,748 $ 4,451
======= =======
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest $ 38 $ 44
Income taxes 156 126
</TABLE>
See notes to consolidated condensed financial statements.
<PAGE>
NEW BRUNSWICK SCIENTIFIC CO., INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
Note 1 - Interim Results:
In the opinion of the Company, the accompanying unaudited consolidated condensed
financial statements contain all adjustments (consisting only of normal
recurring accruals) necessary to present fairly, its financial position as of
June 30, 1995 and the results of its operations and cash flows for the six
months ended June 30, 1995 and 1994. Interim results may not be indicative of
the results that may be expected for the year.
Note 2 - Earnings per share:
Earnings per Common share are based on the weighted average number of shares
outstanding. Stock options are not included in the calculation as they had no
significant dilutive effect on earnings per share.
Note 3 - Consolidated Condensed Statements of Shareholders' Equity:
Six Months Ended
June 30,
----------------
1995 1994
---- ----
(In thousands)
Balance at beginning of period $ 27,735 $ 26,253
Net income 454 367
Currency translation adjustment 208 351
Dividends ($.05 per share) (179) --
Issue of shares under
Employee Stock Purchase Plan 33 24
Issue of shares under Stock Option Plan
for nonemployee directors -- 2
-------- --------
Balance at end of period $ 28,251 $ 26,997
======== ========
<PAGE>
NEW BRUNSWICK SCIENTIFIC CO., INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF
OPERATIONS AND FINANCIAL CONDITION
The following is Management's discussion and analysis of significant factors
that have affected the Company's operating results and financial condition
during the quarter and six months ended June 30, 1995.
Results of Operations
---------------------
Quarter Ended June 30, 1995 vs. Quarter Ended June 30 1994.
-----------------------------------------------------------
For the quarter ended June 30, 1995, net sales were $9,521,000 compared with net
sales of $9,964,000 for the quarter ended June 30, 1994. Net income for the 1995
quarter was $254,000 or $.07 per share compared with net income of $235,000 or
$.07 per share for the second quarter of 1994.
The 4.4% decline in net sales resulted from a decrease in domestic sales due to
soft market conditions for laboratory equipment in the United States offset by
stronger export sales and higher sales by the Company's European subsidiaries.
Income from operations decreased to $251,000 from $304,000 in the 1994 quarter
as a result of the 4.4% sales decline, an increase in research, development and
engineering expenses due to the establishment late in 1994 of a bioprocess
equipment division and partially offset by an increase in the gross profit
percentage from 37.6% in 1994 to 40.1% in 1995 due to the Company's continuing
efforts to improve operating efficiencies and to control costs as well as the
positive effects of the weaker dollar on the product costs of the Company's
European subsidiaries. Interest income increased to $55,000 from $28,000 in the
1994 quarter due to higher average cash and cash equivalents and higher interest
rates. Provision for income taxes as a percentage of income before taxes
decreased in the 1995 quarter due to a larger proportion of the 1995 income
resulting from the Company's foreign subsidiaries, a significant portion of
which is not subject to income taxes due to carryforward tax losses on which
income tax benefits were not previously provided.
Six Months Ended June 30, 1995 vs. Six Months Ended June 30 1994.
-----------------------------------------------------------------
For the six months ended June 30, 1995, net sales were $18,958,000 compared with
net sales of $19,230,000 for the six months ended June 30, 1994. Net income for
the 1995 period was $454,000 or $.13 per share compared with net income of
$367,000 or $.10 per share for the first six months of 1994.
The slight decline in net sales resulted from a decrease in domestic sales due
to soft market conditions for laboratory equipment in the United States mostly
offset by stronger export sales and higher sales by the Company's European
subsidiaries. Income from operations decreased to $483,000 from $504,000 in the
1994 period as a result of the sales decline, an increase in research,
development and engineering expenses due to the establishment late in 1994 of a
bioprocess equipment division and partially offset by an increase in the gross
profit percentage from 37.5% in 1994 to 39.6% in 1995 due to the Company's
continuing efforts to improve operating efficiencies and to control costs as
well as the positive effects of the weaker dollar on the product costs of the
Company's European subsidiaries. Interest income increased to $120,000 from
$55,000 in the 1994 period due to higher average cash and cash equivalents and
higher interest rates. Provision for income taxes as a percentage of income
before taxes decreased in the 1995 period due to a larger proportion of the 1995
income coming from the Company's foreign subsidiaries, a significant portion of
which is not subject to income taxes due to carryforward tax losses on which
income tax benefits were not previously provided.
<PAGE>
Financial Condition
-------------------
Liquidity and Capital Resources
-------------------------------
During the period ended June 30, 1995, Cash and Cash Equivalents decreased to
$5,748,000 from $7,142,000 at December 31, 1994. The decrease in cash resulted
primarily from an increase in inventories from $12,709,000 at December 31, 1994
to $13,935,000 at June 30, 1995. Inventories increased primarily as a result of
the need to replenish inventories to the level necessary to ensure an efficient
work flow through the Company's plant, in anticipation of orders for specialized
fermentation and cell culture systems which generally have long lead times and
in preparation for a two week summer shutdown of the manufacturing facility.
Cash Flows from Operating Activities
------------------------------------
During the periods ended June 30, 1995 and 1994, net cash used by operating
activities amounted to $898,000 and $90,000, respectively. The primary reasons
for the $808,000 decrease between the two periods were: (a) inventories
increased $1,131,000 vs. a decrease of $191,000 in 1994; (b) prepaid expenses
and other current assets increased $154,000 vs. a decrease of $152,000 in 1994;
and were offset by (a) net income of $454,000 in 1995 vs. $367,000 in 1994; and
(b) a decrease in accounts receivable of $266,000 in 1995 vs. an increase of
$579,000 in 1994.
Cash Flows from Investing Activities
------------------------------------
Net cash used by investing activities amounted to $365,000 in 1995 vs. $225,000
in 1994, primarily as a result of additions to property, plant and equipment.
Cash Flows from Financing Activities
------------------------------------
Net cash used by financing activities amounted to $236,000 in the 1995 period
vs. $80,000 in the 1994 period. The major reason for the difference resulted
from a Common stock dividend paid by the Company in the amount of $179,000 in
1995.
Management believes that the resources available to the Company, including its
line of credit, are sufficient to meet its near-term needs and its strong
unleveraged balance sheet provides the basis for any long-term financing if the
need should arise.
<PAGE>
NEW BRUNSWICK SCIENTIFIC CO., INC. AND SUBSIDIARIES
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
------------------------------------------
No reports on Form 8-K have been filed during the quarter ended June 30, 1995.
<PAGE>
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.
NEW BRUNSWICK SCIENTIFIC CO., INC.
----------------------------------
(Registrant)
Date: August 14, 1995 /s/ Ezra Weisman
----------------------------------
Ezra Weisman
President
(Chief Executive Officer)
/s/ Samuel Eichenbaum
----------------------------------
Samuel Eichenbaum
Vice President - Finance
(Principal Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 5,748,000
<SECURITIES> 0
<RECEIVABLES> 7,556,000
<ALLOWANCES> 0
<INVENTORY> 13,935,000
<CURRENT-ASSETS> 28,933,000
<PP&E> 5,070,000
<DEPRECIATION> 0
<TOTAL-ASSETS> 34,488,000
<CURRENT-LIABILITIES> 5,575,000
<BONDS> 0
<COMMON> 224,000
0
0
<OTHER-SE> 28,027,000
<TOTAL-LIABILITY-AND-EQUITY> 34,488,000
<SALES> 18,958,000
<TOTAL-REVENUES> 18,958,000
<CGS> 11,458,000
<TOTAL-COSTS> 18,475,000
<OTHER-EXPENSES> (117,000)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 32,000
<INCOME-PRETAX> 568,000
<INCOME-TAX> 114,000
<INCOME-CONTINUING> 454,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 454,000
<EPS-PRIMARY> .13
<EPS-DILUTED> 0
</TABLE>
