SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 10549
FORM 10-Q
(Mark One)
X Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
_______ Exchange Act of 1934
For the quarterly period ended April 1, 1995
or
Transition Report Pursuant to Section 13 or 15(d) of the Securities
_______ Exchange Act of 1934
Commission File Number 0-11438
BURR-BROWN CORPORATION
______________________________________________________
(Exact name of registrant as specified in its charter)
Delaware 86-0445468
________________________ _______________________
(State of Incorporation) (IRS Employer I.D. No.)
6730 South Tucson Boulevard
Tucson, Arizona 85706
________________________________________
(Address of principle executive offices)
(520) 746-1111
_______________________________
(Registrant's telephone number)
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 each of the issuer's classes of
common stock, not including shares held in treasury, as of the close of the
period covered by this report.
Common Stock, $0.01 par value 9,556,854 Shares
<PAGE>
BURR-BROWN CORPORATION AND SUBSIDIARIES
INDEX
Page #
PART I. FINANCIAL INFORMATION
Item 1 Financial Statements
Consolidated Statements of Income,
Quarters Ended April 1, 1995 and April 2, 1994 3
Consolidated Statements of Financial Position,
April 1, 1995, and December 31, 1994 4
Consolidated Statements of Cash Flows,
Quarters Ended April 1, 1995 and April 2, 1994 5
Notes to Consolidated Financial Statements 6
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II. OTHER INFORMATION
Item 4 Submission of Matters to a Vote of Security Holders 8
Item 6 Exhibits and Reports on Form 8-K
(a) Exhibit 11: Computation of Consolidated
Earnings Per Share 9
(b) Reports on Form 8-K: The Company did not
file any reports on Form 8-K during the
quarter ended April 1, 1995.
SIGNATURES
Signature Page 10
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<PAGE>
<TABLE>
PART I. FINANCIAL INFORMATION
BURR-BROWN CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In thousands except per share amounts)
<CAPTION>
Quarters Ended
Apr 1, Apr 2,
1995 1994
________ ________
<S> <C> <C>
Net Sales $ 59,547 $ 47,355
Cost of Sales 31,361 24,481
________ ________
Gross Margin 28,186 22,874
Expenses:
Sales and Marketing 9,766 9,331
Product Development 5,828 4,929
General and Administrative 5,801 5,250
________ ________
21,395 19,510
Income From Operations 6,791 3,364
Interest Expense (283) (514)
Other Expense (128) (295)
________ ________
Income Before Income Taxes 6,380 2,555
Provision for Income Taxes 1,723 818
________ ________
Net Income $ 4,657 $ 1,737
Earnings Per Common Share $ 0.47 $ 0.18
Shares Used in Per Common Share Calculation 9,870 9,535
<FN>
See Notes to Consolidated Financial Statements.
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<PAGE>
BURR-BROWN CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(Thousands of dollars)
<CAPTION>
Apr 1, Dec 31,
1995 1994
________ ________
(Unaudited)
<S> <C> <C>
ASSETS
Current Assets
Cash and Cash Equivalents $ 13,697 $ 9,925
Trade Receivables 49,117 39,642
Inventories 39,694 40,092
Deferred Income Taxes 904 331
Other 3,232 2,182
________ ________
Total Current Assets 106,644 92,172
Land, Buildings and Equipment
Land 3,407 3,396
Buildings and Improvements 22,930 21,926
Equipment 87,829 84,133
________ ________
114,166 109,455
Less Accumulated Depreciation (71,956) (68,072)
Projects in Progress 7,035 4,513
________ ________
49,245 45,896
Other Assets 5,833 4,940
________ ________
$161,722 $143,008
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Notes Payable $ 18,271 $ 16,964
Accounts Payable 17,963 12,747
Accrued Expenses 11,816 9,277
Accrued Employee Compensation and Payroll Taxes 5,489 4,834
Income Taxes Payable 3,916 1,630
Current Portion of Long-Term Debt 1,476 1,097
________ ________
Total Current Liabilities 58,931 46,549
Long-Term Debt 2,012 1,839
Deferred Gain 3,742 4,116
Deferred Income Taxes 1,082 1,182
Other Long-Term Liabilities 1,939 1,700
Commitments and Contingencies - -
Stockholders' Equity
Preferred Stock - -
Common Stock 97 97
Additional Paid-In Capital 26,446 26,400
Retained Earnings 63,499 58,842
Equity Adjustment From Foreign Currency Translation 5,454 3,504
Treasury Stock (1,480) (1,221)
________ ________
94,016 87,622
________ ________
$161,722 $143,008
<FN>
See Notes to Consolidated Financial Statements.
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<PAGE>
BURR-BROWN CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited) (In thousands of dollars)
<CAPTION>
Quarters Ended
Apr 1, Apr 2,
1995 1994
________ ________
<S> <C> <C>
OPERATING ACTIVITIES:
Net Income $ 4,657 $ 1,737
Adjustments to Reconcile Net Income to
Net Cash Provided by Operating Activities:
Depreciation and Amortization 2,903 2,476
Amortization of Deferred Gain (374) (374)
Provision for Losses on Inventories 1,461 1,073
Credit for Deferred Income Taxes (627) (26)
Loss on Disposition of Equipment 259 6
(Gain) Loss on Foreign Currency Transactions (116) 36
Income From Unconsolidated Affiliate (82) (16)
Changes in Operating Assets and Liabilities:
Increase in Trade Receivables (6,091) (2,116)
Decrease (Increase) in Inventories 50 (1,084)
(Increase) Decrease in Other Assets (1,162) 210
Increase in Accounts Payable 4,489 1,319
Increase (Decrease) in Accrued Expenses
and Other Liabilities 5,059 (801)
________ ________
Net Cash Provided by Operating Activities 10,426 2,440
INVESTING ACTIVITIES:
Purchases of Land, Buildings and Equipment (5,784) (2,451)
Proceeds from Sale of Equipment 48 351
________ ________
Net Cash Used in Investing Activities (5,736) (2,100)
FINANCING ACTIVITIES:
Proceeds from Short-Term and Long-Term Borrowings - 2,403
Payments of Short-Term and Long-Term Borrowings (377) (646)
Payments for Capital Stock Activity, Net (213) (3)
________ ________
Net Cash (Used In) Provided By Financing Activities (590) 1,754
Effect of Exchange Rate Changes (328) (122)
________ ________
Increase in Cash and Cash Equivalents 3,772 1,972
Cash and Cash Equivalents at Beginning of Year 9,925 13,066
________ ________
Cash and Cash Equivalents at End of Three Months $ 13,697 $ 15,038
</TABLE>
[FN]
See Notes to Consolidated Financial Statements.
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<PAGE>
BURR-BROWN CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited) (In thousands)
1. BASIS OF PRESENTATION
- - - - -------------------------
The consolidated financial statements included herein have been prepared by the
Company, without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations. 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 quarter ended April 1, 1995, are not
necessarily indicative of the results to be expected for the year ending Decem-
ber 31, 1995. For further information, refer to the consolidated financial
statements and footnotes thereto included in the Company's Annual Report or
Form 10-K for the year ended December 31, 1994, filed with the Securities and
Exchange Commission.
2. INVENTORIES
- - - - ---------------
Inventories consist of the following: Apr 1, Dec 31,
1995 1994
________ ________
Raw Materials $ 12,989 $ 14,334
Work-In-Process 17,770 15,062
Finished Goods 17,349 17,823
________ ________
48,108 47,219
Valuation Reserve (8,414) (7,127)
________ ________
$ 39,694 $ 40,092
3. SUBSEQUENT EVENT
- - - - --------------------
On April 21, 1995, the Company's Board of Directors declared a three-for-two
stock distribution to stockholders of record as of May 5, 1995. Fractional
shares not evenly divisible by two will be paid in cash. In addition, the Board
also approved an increase in the number of shares authorized proportional to the
distribution.
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<PAGE>
BURR-BROWN CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
RESULTS OF OPERATIONS
- - - - ---------------------
Bookings of $76.0 million were up 58 percent when compared to the same period
in 1994 and up 50 percent over the fourth quarter of 1994. Several factors
contributed to the increase including initial stocking orders at European
distributors and orders with longer lead times. Though encouraged by the
bookings rate, the first quarter rate may overstate the true end-user demand.
Sales of $59.5 million increased 26 percent from the same quarter of 1994 and
19 percent from the preceding fourth quarter. The sales increase was primarily
attributed to increased unit sales volume; however, moving exchange rates
(primarily the Japanese Yen, but also the German Mark and other currencies) also
had a favorable impact on this quarter's revenue and profits. Geographically,
sales increased in all three of the Company's major locales, the Americas,
Europe, and Asia compared to both the year-ago quarter and the prior quarter.
The gross profit of 47 percent of sales represents a decrease of 1 percentage
point when compared to the first quarter of 1994 and an increase of 5 percentage
points when compared to the fourth quarter of 1994. The gross margin improve-
ment from the fourth quarter 1994 level is primarily the result of higher demand
driving higher production levels; therefore, increased overhead absorption and
improved cost performance.
As a percentage of sales, operating expenses have decreased 5 percentage points
when compared with the first quarter of 1994. The decline is attributed to the
tighter controls on certain expenditures and an increase in sales. The Company
will continue to focus on reducing such expenses through improvements in sales
and operating efficiencies.
Operating income was $6.8 million for the quarter, an increase of 102 percent
from the same quarter in 1994. However, operating expenses did increase 10
percent compared to the first quarter of 1994. Sales and marketing expenses
only increased 5 percent compared to the first quarter of 1994, which is a
result of the tighter expense controls and increased use of distributors.
Product development expenses increased 18 percent and this reflects the Com-
pany's continuing investment in producing new products and improving existing
products or processes. General and administrative expenses increased 11 percent
compared to the first quarter of 1994, which includes additional expenses for
a new, more favorable vacation policy and increased legal expenses.
The estimated annual effective tax rate is 27 percent for 1995 compared to 22
percent for 1994. The higher effective tax rate is due to higher projected
earnings and a projected shift in the mix of earnings between different tax
jurisdictions throughout the world.
Net income for the quarter was $4.7 million ($0.47 per share), up 168 percent
from the $1.7 million ($0.18 per share) earned in the first quarter of 1994 and
up 339 percent from the $1.1 million ($0.11 per share) earned in the fourth
quarter of 1994.
FINANCIAL CONDITION
- - - - -------------------
For the three months ended April 1, 1995, the Company generated a net cash flow
from operations of $10.4 million, an increase of $8.0 million from the corres-
ponding period in 1994. Cash and cash equivalents increased $3.8 million over
December 31, 1994.
Inventories have remained relatively flat compared to the end of the year
primarily due to higher production levels to meet increased sales. However,
management continues to make the reduction of inventory levels a priority.
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<PAGE>
FINANCIAL CONDITION (Cont'd)
- - - - -------------------
Plant and equipment expenditures for the three month period totaled $5.8 million
while planned capital investments for the entire year are anticipated to range
between $20 million and $22 million. The first quarter 1995 capital expendi-
tures were chiefly for an order fulfillment system, test equipment and
production equipment. Planned capital investments will primarily be financed
by cash from operations, cash reserves, and, if needed, by borrowing under
existing credit lines.
The Company's current ratio decreased to 1.81 at April 1, 1995, from 1.98 at
December 31, 1994. In addition to its term debt, the Company had approximately
$61.8 million in credit facilities available with domestic and overseas banks
at the end of the first quarter, of which approximately $18.3 million or 30
percent was utilized. Management believes the Company has sufficient capital
resources available for the next 12 months.
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
- - - - ------------------------------------------------------------
a. The Annual Meeting of Shareholders was held April 21, 1995.
b. The following Directors were elected to serve until the next Annual Meet-
ing and until their successors are duly elected and qualified. The
Directors are as follows:
Thomas R. Brown, Jr.
Francis J. Aguilar
John S. Anderegg, Jr.
Marcelo A. Gumucio
Bob J. Jenkins
Syrus P. Madavi
James J. Riggs
Thomas J. Troup
Voting on this resolution were 8,533,688 shares for, 5,688 shares
authorization withheld, and 1,016,334 shares not voted.
c. The shareholders approved the selection of Ernst & Young, LLP as Indepen-
dent auditors for the Corporation for the ensuing fiscal year.
Voting on this resolution were 8,537,860 shares for, 200 shares against,
1,316 shares abstained, and 1,016,334 shares not voted.
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<PAGE>
ITEM 6. EXHIBITS
Exhibit 11
<TABLE>
BURR-BROWN CORPORATION AND SUBSIDIARIES
COMPUTATION OF CONSOLIDATED EARNINGS PER SHARE
(Unaudited)
Earnings per share are computed using the weighted number of shares outstanding
plus incremental shares issuable upon exercise of outstanding options under the
treasury stock method.
<CAPTION>
Quarters Ended
Apr 1, Apr 2,
1995 1994
__________ __________
<S> <C> <C>
INCOME:
Net Income $4,657,000 $1,737,000
PRIMARY EARNINGS PER SHARE:
Weighted Average Number of Shares Outstanding 9,560,000 9,535,000
Net Effect of Dilutive Stock Options Based on the
Treasury Stock Method Using the Average Market
Price of Common Stock 310,000 -
__________ __________
Common Stock and Common Stock Equivalents 9,870,000 9,535,000
Primary Earnings Per Share $ 0.47 $ 0.18
FULLY DILUTED EARNINGS PER SHARE:
Weighted Average Number of Shares Outstanding 9,560,000 9,535,000
Net Effect of Dilutive Stock Options Based on the
Treasury Stock Method Using the End of Period
Market Price of Common Stock, if Higher Than
Average 404,000 -
__________ __________
Common Stock and Common Stock Equivalents 9,964,000 9,535,000
Fully Diluted Earnings Per Share $ 0.47 $ 0.18
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</TABLE>
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Regis-
trant has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
BURR-BROWN CORPORATION
______________________
May 8, 1995 SYRUS P. MADAVI
____________ ______________________
(Date) Syrus P. Madavi
President and Chief Executive
Officer
JOHN L. CARTER
______________________
John L. Carter
Executive Vice President
and Chief Financial Officer
- 10 -
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> APR-01-1995
<CASH> 13,697
<SECURITIES> 0
<RECEIVABLES> 49,117
<ALLOWANCES> 0
<INVENTORY> 39,694
<CURRENT-ASSETS> 106,644
<PP&E> 121,201
<DEPRECIATION> 71,956
<TOTAL-ASSETS> 161,722
<CURRENT-LIABILITIES> 58,931
<BONDS> 3,488
<COMMON> 97
0
0
<OTHER-SE> 93,919
<TOTAL-LIABILITY-AND-EQUITY> 161,722
<SALES> 59,547
<TOTAL-REVENUES> 59,547
<CGS> 31,361
<TOTAL-COSTS> 31,361
<OTHER-EXPENSES> 21,523
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 283
<INCOME-PRETAX> 6,380
<INCOME-TAX> 1,723
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,657
<EPS-PRIMARY> .47
<EPS-DILUTED> .47
</TABLE>