<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT
Under Section 13 or 15(d) of the Securities Exchange Act of 1934
For Quarter Ended Commission file number
November 30, 1997 1-8798
- ----------------- ----------------------
Nu Horizons Electronics Corp.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 11-2621097
-------------------------- ---------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
70 Maxess Road, Melville, New York 11747
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(516) 396-5000
- -------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
- -------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report.)
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, as of the close of the period covered by this report.
Common Stock - Par Value $.0066 8,753,076
--------------------------------- ------------------------
Class Outstanding Shares
1
<PAGE>
NU HORIZONS ELECTRONICS CORP. AND SUBSIDIARIES
----------------------------------------------
INDEX
-----
<TABLE>
<CAPTION>
Page(s)
<S> <C>
PART I. Financial Information:
ITEM 1. Financial Statements
Consolidated Condensed Balance Sheets -
November 30, 1997 (Unaudited) and February 28, 1997 3.
Consolidated Condensed Statements of Income (Unaudited) -
Nine Months and Three Months Ended November 30, 1997 and 1996 4.
Consolidated Condensed Statements of Cash Flows (Unaudited) -
Nine Months Ended November 30, 1997 and 1996 5.- 6.
Notes to Interim Consolidated Condensed Financial
Statements (Unaudited) 7.- 8.
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9.- 12.
PART II. Other Information
ITEM 6. Exhibits and Reports on Form 8-K 13.
SIGNATURES 14.
INDEX TO EXHIBITS
Exhibit 11 - Computation of Earnings per Common Share
(See Notes to Consolidated Financial Statements Note 5)
Exhibit 27 - Financial Data Schedule
</TABLE>
<PAGE>
PART 1. FINANCIAL INFORMATION
ITEM 1. Financial Statements
NU HORIZONS ELECTRONICS CORP. AND SUBSIDIARIES
----------------------------------------------
CONSOLIDATED CONDENSED BALANCE SHEETS
-------------------------------------
-ASSETS-
--------
<TABLE>
<CAPTION>
NOVEMBER 30, 1997 FEBRUARY 28, 1997
1997 1997
----------------- -----------------
(unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash $ 3,392,321 $ 946,084
Accounts receivable-net of allowance for doubtful accounts
of $2,157,304 and $2,192,079 for November 30, 1997 and
February 28, 1997, respectively. 34,400,332 30,636,645
Inventories 39,494,487 29,764,570
Prepaid expenses and other current assets 3,978,457 2,903,269
----------------- -----------------
TOTAL CURRENT ASSETS 81,265,597 64,250,568
PROPERTY, PLANT AND EQUIPMENT - NET (Note 2) 6,374,687 7,550,356
OTHER ASSETS
Costs in excess of net assets acquired - net 1,791,563 1,909,256
Other Assets 985,737 1,073,134
----------------- -----------------
$90,417,584 $74,783,314
================= =================
-LIABILITIES AND SHAREHOLDERS' EQUITY-
--------------------------------------
CURRENT LIABILITIES:
Accounts payable $10,677,576 $ 7,931,500
Accrued expenses 1,820,473 4,186,802
Current portion of long-term debt - 190,794
----------------- -----------------
TOTAL CURRENT LIABILITIES 12,498,049 12,309,096
================= =================
LONG-TERM LIABILITIES:
Deferred income taxes 222,262 222,148
Revolving credit line (Note 3) 19,600,000 8,000,000
Long-term debt - 242,335
----------------- -----------------
Subordinated convertible notes (Note 4) 7,059,000 7,059,000
----------------- -----------------
TOTAL LONG-TERM LIABILITIES 26,881,262 15,523,483
----------------- -----------------
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY :
Preferred stock, $1 par value, 1,000,000 shares - -
authorized; none issued or outstanding
Common stock, $.0066 par value, 20,000,000 shares authorized; 8,753,076 57,769 57,633
and 8,732,299 shares issued and outstanding for November 30, 1997
and February 28, 1997, respectively
Additional paid-in capital 19,042,236 18,938,984
Retained earnings 32,113,205 28,234,018
----------------- -----------------
51,213,210 47,230,635
Less: loan to ESOP 174,937 279,900
----------------- -----------------
51,038,273 46,950,735
----------------- -----------------
$90,417,584 $74,783,314
================= =================
</TABLE>
See notes to interim consolidated condensed financial statements.
<PAGE>
NU HORIZONS ELECTRONICS CORP. AND SUBSIDIARIES
----------------------------------------------
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
-------------------------------------------
(unaudited)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED FOR THE NINE MONTHS ENDED
----------------------------- ----------------------------
NOVEMBER 30, NOVEMBER 30, NOVEMBER 30, NOVEMBER 30,
1996 1997 1996 1997
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
NET SALES $170,977,763 $162,414,223 $60,013,458 $53,958,639
------------ ------------ ------------ ------------
COSTS AND EXPENSES
Cost of Sales 133,859,337 126,053,270 47,065,156 41,894,971
Operating Expenses 29,368,837 25,715,806 10,318,275 8,606,684
Interest Expense 1,203,275 1,341,656 436,104 532,285
Interest Income (10,109) (8,132) - -
------------ ------------ ------------ ------------
164,421,340 153,102,600 57,819,535 51,033,940
------------ ------------ ------------ ------------
INCOME BEFORE PROVISION OF
INCOME TAXES 6,556,423 9,311,623 2,193,923 2,924,699
Provision for Income Taxes 2,677,236 3,763,565 888,540 1,182,805
------------ ------------ ------------ ------------
NET INCOME $3,879,187 $5,548,058 $1,305,383 $1,741,894
============ ============ ============ ============
NET INCOME
PER SHARE (Note 5)
Primary $.44 $.61 $.15 $.20
====== ====== ====== ======
Fully Diluted $.38 $.54 $.13 $.17
====== ====== ====== ======
</TABLE>
See notes to interim consolidated condensed financial statements.
<PAGE>
NU HORIZONS ELECTRONICS CORP. AND SUBSIDIARIES
----------------------------------------------
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
-----------------------------------------------
(unaudited)
<TABLE>
<CAPTION>
FOR THE NINE MONTHS ENDED
----------------------------------------------
NOVEMBER 30, 1996 NOVEMBER 30, 1997
-------------------- -------------------
<S> <C> <C>
INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS:
Cash flows from operating activities:
Cash received from customers $162,717,083 $166,899,076
Cash paid to suppliers and employees (171,849,296) (150,544,749)
Interest received 8,132 10,109
Interest paid (1,341,656) (1,203,275)
Income taxes paid (5,568,042) (2,943,711)
-------------------- -------------------
Net cash (used-in) provided by operating activities 5,270,768 (9,087,097)
Cash flows from investing activities:
Capital expenditures (447,981 ) (863,765)
Proceeds from sale of building 1,126,840 -
-------------------- -------------------
Net cash provided by (used in) investing activities (447,981) 263,075
Cash flows from financing activities:
Borrowings under revolving credit line 29,650,000 21,150,000
Repayments under revolving credit line (18,050,000) (25,450,000)
Principal payments of long-term debt (433,129) (245,235)
Proceeds from stock options 103,388 178,522
-------------------- -------------------
Net cash provided by (used in) financing activities 11,270,259 (4,366,713)
-------------------- -------------------
Net increase in cash and cash equivalents 2,446,237 456,074
Cash and cash equivalents, beginning of year 946,084 874,267
-------------------- -------------------
Cash and cash equivalents, end of period $3,392,321 $1,330,341
===================== ====================
</TABLE>
See notes to interim consolidated condensed financial statements.
<PAGE>
NU HORIZONS ELECTRONICS CORP. AND SUBSIDIARIES
----------------------------------------------
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (CONTINUED)
-----------------------------------------------------------
(unaudited)
<TABLE>
<CAPTION>
FOR THE NINE MONTHS ENDED
--------------------------------------------
NOVEMBER 30, 1997 NOVEMBER 30, 1996
----------------- -----------------
<S> <C> <C>
RECONCILIATION OF NET INCOME TO NET CASH
PROVIDED BY OPERATING ACTIVITIES:
Net income $3,879,187 $5,548,058
----------------- -----------------
Adjustments to reconcile net income to
Net cash provided by (used in) operating activities:
Depreciation and amortization 1,120,775 904,813
Contribution to ESOP 104,963 104,962
Bad debt provision 315,000 439,000
Loss on sale of building 60,871 -
Changes in assets and liabilities:
Decrease (increase) in accounts receivable (4,078,687) 302,860
(Increase) in inventories (9,729,917) (192,197)
(Increase) decrease in prepaid expenses (1,075,188) (2,202,370)
and other current assets
(Increase) in other assets (63,962) (233,029)
Increase in accounts payable and
accrued expenses 379,747 683,921
(Decrease) increase in income taxes - (220,288)
Increase in current liabilities - 50,327
Increase in deferred taxes 114 84,711
----------------- -----------------
Total adjustments (12,966,284) (277,290)
----------------- -----------------
Net cash provided by (used in) operating activities $(9,087,097) $5,270,768
================= =================
</TABLE>
See notes to interim consolidated condensed financial statements.
<PAGE>
NOTES TO INTERIM CONSOLIDATED CONDENSED
---------------------------------------
FINANCIAL STATEMENTS
--------------------
(unaudited)
1. In the opinion of management, the accompanying unaudited interim consolidated
condensed financial statements of Nu Horizons Electronics Corp. (the
"Company") and its subsidiaries (Nu Horizons/Merit Electronics Corp., NIC
Components Corp., Nu Horizons International Corp. and Nu Visions
Manufacturing, Inc.) contain all adjustments necessary to present fairly the
Company's financial position as of November 30, 1997 and February 28, 1997
and the results of its operations for the nine and three month periods ended
November 30, 1997 and 1996 and cash flows for the nine month periods ended
November 30, 1997 and 1996.
The accounting policies followed by the Company are set forth in Note 2 to
the Company's consolidated financial statements included in its Annual Report
on Form 10-K for the year ended February 28, 1997, which is incorporated
herein by reference. Specific reference is made to this report for a
description of the Company's securities and the notes to consolidated
financial statements included therein.
The results of operations for the nine and three month periods ended November
30, 1997 are not necessarily indicative of the results to be expected for the
full year.
2. PROPERTY, PLANT AND EQUIPMENT:
Property, plant and equipment consists of the following:
NOVEMBER 30, 1997 FEBRUARY 28, 1997
----------------- -----------------
Land $ - $266,301
Building and improvements - 1,747,930
Furniture, fixtures and office 6,336,298 5,791,946
equipment
Computer equipment 2,804,101 2,476,185
Assets held under capitalized leases 919,834 919,834
Leasehold improvements 1,108,014 984,146
----------------- -----------------
11,168,247
12,186,342
Less: accumulated depreciation
and amortization 4,793,560 4,635,986
----------------- -----------------
$6,374,687 $7,550,356
================= =================
3. BANK LINE OF CREDIT:
On May 23, 1997 the Company entered into a new unsecured revolving line of
credit with two banks, which currently provides for maximum borrowings of
$35,000,000 at either (i) the lead bank's prime rate or (ii) LIBOR plus 57.5
to 112.5 basis points depending on the ratio of the Company's debt to its
earnings before interest, taxes, depreciation and amortization, at the
option of the Company through May 23, 2001.
<PAGE>
NU HORIZONS ELECTRONICS CORP. AND SUBSIDIARIES
----------------------------------------------
NOTES TO INTERIM CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
------------------------------------------------------------
(unaudited)
4. SUBORDINATED CONVERTIBLE NOTES:
In a private placement completed on August 31, 1994, the Company issued $15
million principal amount of Subordinated Convertible Notes, which are due
in $5,000,000 increments on August 31, 2000, 2001 and 2002. The notes are
subordinate in right of payment to all existing and future senior
indebtedness of the Company. The notes bear interest at 8.25%, payable
quarterly on November 15, February 15, May 15 and August 15.The notes are
convertible into shares of common stock at a conversion price of $9.00 per
share. The cost of issuing these notes was $521,565 and is being amortized
over the life of the notes. As of November 30, 1997, $7,941,000 of the
notes have been converted into 882,333 shares of common stock and
$7,059,000 principal amount of subordinated convertible notes remained
outstanding and are due in increments of $2,353,000 on August 31, 2000,
2001 and 2002.
5. NET INCOME PER SHARE:
Net income per share has been computed on the basis of the weighted average
number of common shares and common equivalent shares outstanding during
each period presented. Fully diluted earnings per share has been computed
assuming conversion of all dilutive stock options.
The following average shares were used in the computation of primary and
fully diluted earnings per share:
Nine Months Ended Three Months Ended
November 30, November 30,
----------------- ------------------
1997 1996 1997 1996
---- ---- ---- ----
Primary 8,814,370 9,141,531 8,799,758 8,887,610
Diluted 10,900,609 10,843,359 10,900,609 10,843,359
A detailed computation of earnings per common share appears in Exhibit 11 of
this Form 10-Q.
In February 1997, The Financial Accounting Standards Board issued SFAS No. 128
Earnings per Share, which changes the method for calculating earnings per share.
SFAS No. 128 requires presentations of "basic" and "diluted" earnings per share
as opposed to "primary" and "fully diluted" earnings per share and is effective
for periods ending after December 15, 1997. Early adoption is not permitted.
Management does not believe that earnings per share reported in accordance with
SFAS No. 128 will differ materially from earnings per shares as currently
reported.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
-----------------------------------------------------------
AND RESULTS OF OPERATIONS:
--------------------------
Introduction:
-------------
Nu Horizons Electronics Corp. (the "Company") and its wholly-owned
subsidiaries, Nu Horizons/Merit Electronics Corp. ("Merit"), NIC
Components Corp. ("NIC") and Nu Horizons International Corp.
("International"), are engaged in the distribution of high technology
active and passive electronic components to a wide variety of original
equipment manufacturers ("OEMs") of electronic products. Active
components distributed by the Company include semiconductor products
such as memory chips, microprocessors, digital and linear circuits,
microwave/RF and fiberoptic components, transistors and diodes. Passive
components distributed by NIC, principally to OEMs and other
distributors nationally, consist of a high technology line of chip and
leaded components including capacitors, resistors and related networks.
Nu Visions Manufacturing, Inc. ("NUV") located in Springfield,
Massachusetts, another subsidiary of the Company, is a contract
assembler of circuit boards, harnesses and related electromechanical
devices for various OEM's.
The financial information presented herein includes: (i) Consolidated
condensed balance sheets as of November 30, 1997 and February 28, 1997;
(ii) Consolidated condensed statements of income for the nine and three
month periods ended November 30, 1997 and 1996 and (iii) Consolidated
condensed statements of cash flows for the nine month periods ended
November 30, 1997 and 1996.
Results of Operations:
----------------------
Sales for the nine month period ended November 30, 1997 were
$170,977,763 as compared to $162,414,223 for the comparable period of
the prior year, a modest increase of approximately $8,563,500 or 5.3%.
Sales for the three month period ended November 30, 1997 were
$60,013,458 as compared to $53,958,639 for the comparable period of the
prior year, an increase of approximately $6,000,000 or 11.1%.
Management attributes the overall moderate increase in sales entirely to
the core semiconductor distribution business which has experienced
excess inventory levels at the semiconductor manufacturing (supplier)
level causing reduced unit pricing, partially offset by increased unit
sales, resulting in moderate sales volume growth. Management believes
that this situation is temporary and is now in the process of
correction; however no assurance can be given in this regard.
Gross profit margins for the three and nine months ended November 30,
1997 were 21.6% and 21.7% as compared to 22.4% and 22.4% for the
comparable periods of the prior year. Management attributes this lower
profit margin primarily to a general downward correction of selling
prices in the marketplace, for both semiconductors and passive
components, during both periods ended November 30, 1997 and a greater
volume of larger orders at lower gross profit margins. Although the
Company expects that these conditions will not continue, as long as
current market trends prevail, no assurances can be given in this
regard.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
-----------------------------------------------------------
AND RESULTS OF OPERATIONS (Continued):
--------------------------------------
Results of Operations (Continued):
----------------------------------
Operating expenses have increased from approximately $25,716,000 for the
nine months ended November 30, 1996 to approximately $29,369,000 for the
nine months ended November 30, 1997, an increase of 14% or approximately
$3,653,000. For the three months ended November 30, 1996 as compared to
the three months ended November 30, 1997 operating expenses increased
from approximately $8,607,000 to $10,318,000 an increase of 20%, or
approximately $1,711,000. As a percentage of sales, operating expenses
for the nine and three month periods increased from approximately 16% to
approximately 17% respectively when comparing November 1996 to November
1997. The dollar increases in operating expenses were due to increases
in the following expense categories: approximately $2,126,000 or 58% of
the increase for the nine month period and approximately $1,194,000 or
70% of the increase for the three month period, were for personnel
related costs - commissions, salaries, travel and fringe benefits.
These increases were required to produce the increased sales in the
first quarter and planned increased sales levels in the second and third
quarters which did not materialize to the extent anticipated. The
remaining increases of approximately $1,527,000 and $517,000 for the
nine and three month periods respectively are a result of increases in
various other operating expenses primarily due to increased overhead
from the Company's new corporate headquarters and distribution facility.
Interest expense decreased from $1,341,656 to $1,203,275 when comparing
the nine month periods and from $532,285 to $436,104 when comparing the
three month periods ended November 30, 1996 and 1997, respectively.
This decrease was primarily due to lower interest rates on higher levels
of bank debt during the nine month period and a slight reduction in the
amount of outstanding subordinated convertible debt (see Notes 3 and 4
of the Consolidated Condensed Financial Statements). The increase in
bank debt levels during the nine month period was primarily due to an
increase in borrowings, resulting from an increase in the Company's
accounts receivable and inventory levels, required to support the
increased sales volume in the current nine month period.
INTEREST EXPENSE
----------------
<TABLE>
<CAPTION>
FOR THE NINE MONTHS ENDED FOR THE THREE MONTHS ENDED
NOVEMBER 30, NOVEMBER 30, NOVEMBER 30, NOVEMBER 30,
1997 1996 1997 1996
----------- ----------- -------- ---------
<S> <C> <C> <C> <C>
Revolving Bank Credit $766,499 $878,286 $290,512 $386,693
Sub. Convert. Notes 436,776 463,370 145,592 145,592
----------- ----------- -------- ---------
Total Interest Expense $1,203,275 $1,341,656 $436,104 $532,285
=========== =========== ======== =========
</TABLE>
Net income for the nine month period ended November 30, 1997 was
$3,879,187 or $.38 per share fully diluted as compared to $5,548,058 or
$.54 per share fully diluted for the nine month period ended November
30, 1996. Net income for the three month period ended November 30, 1997
was $1,305,383 or $.13 per share fully diluted as compared to $1,741,894
or $.17 per share fully diluted for the corresponding period of the
prior year. The decreases in earnings were primarily due to lower gross
profit margins and higher operating expenses net of lower interest
expense for the periods.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
-----------------------------------------------------------
AND RESULTS OF OPERATIONS (Continued):
--------------------------------------
Results of Operations (Continued):
- ----------------------------------
Liquidity and Capital Resources:
--------------------------------
At November 30, 1997, the Company's current ratio was 6.5:1 as compared
to 5.2:1 at the fiscal year ended February 28, 1997. Working capital
increased from approximately $51,941,000 as of February 28, 1997 to
approximately $68,768,000 at November 30, 1997, while cash increased
from February 28, 1997 to November 30, 1997 by approximately $2,446,000.
The primary reasons for the increase in working capital was the increase
in cash, accounts receivable and in inventories financed primarily
through long-term debt during the current period. These increases were
required to support the increased sales activity over the nine month
period.
On May 23, 1997 the Company entered into a new unsecured revolving line
of credit with two banks, which currently provides for maximum
borrowings of $35,000,000 at either (i) the lead bank's prime rate or
(ii) LIBOR plus 57.5 to 112.5 basis points depending on the ratio of the
Company's debt to its earnings before interest, taxes, depreciation and
amortization, at the option of the Company through May 23, 2001.
In a private placement completed on August 31, 1994, the Company issued
$15 million principal amount of Subordinated Convertible Notes, which
are due in $5,000,000 increments on August 31, 2000, 2001 and 2002. The
notes are subordinate in right of payment to all existing and future
senior indebtedness of the Company. The notes bear interest at 8.25%,
payable quarterly on November 15, February 15, May 15 and August 15.The
notes are convertible into shares of common stock at a conversion price
of $9.00 per share. The cost of issuing these notes was $521,565 and is
being amortized over the life of the notes. As of November 30, 1997,
$7,941,000 of the notes have been converted into 882,333 shares of
common stock and $7,059,000 principal amount of subordinated convertible
notes remained outstanding and are due in increments of $2,353,000 on
August 31, 2000, 2001 and 2002. No assurance can be given that the
notes will be converted or that the shares of common stock underlying
the notes will be sold by the holders thereof.
The Company anticipates that its resources provided by its cash flow
from operations and its bank line of credit will be sufficient to meet
its financing requirements for at least the next twelve month period.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
-----------------------------------------------------------
AND RESULTS OF OPERATIONS (Continued):
--------------------------------------
Inflationary Impact:
--------------------
Since the inception of operations, inflation has not significantly
affected the operating results of the Company. However, inflation and
changing interest rates have had a significant effect on the economy in
general and therefore could affect the operating results of the Company
in the future.
Other:
------
Except for historical information contained herein, the matters set
forth above are forward-looking statements that involve certain risks
and uncertainties that could cause actual results to differ from those
in the forward-looking statements. Potential risks and uncertainties
include such factors as the level of business and consumer spending for
electronic products, the amount of sales of the Company's products, the
competitive environment within the electronics industry, the ability of
the Company to continue to expand its operations, the level of costs
incurred in connection with the Company's expansion efforts, economic
conditions in the semiconductor industry and the financial strength of
the Company's customers and suppliers. Investors are also directed to
consider other risks and uncertainties discussed in documents filed by
the Company with the Securities and Exchange Commission.
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings
There are no material legal proceedings against the Company or in which
any of their property is subject.
ITEM 2. Changes in Securities
None
ITEM 3. Defaults upon Senior Securities
None
ITEM 4. Submission of Matters to a Vote of Security Holders
None
ITEM 5. Other Information
None
ITEM 6. Exhibits and Reports:
(a) Exhibits:
Exhibit 11 - Computation of Earnings per Common Share
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
None
<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.
Nu Horizons Electronics Corp.
-----------------------------
Registrant
/s/ Arthur Nadata
-----------------
Date: January 13, 1998 Arthur Nadata, President and
Chief Executive Officer
/s/ Paul Durando
----------------
Date: January 13, 1998 Paul Durando, Vice President-Finance
and Chief Financial Officer
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------
EXHIBIT INDEX
To
FORM 10-Q
FOR THE FISCAL QUARTER ENDED NOVEMBER 30, 1997
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
--------------------------------------
NU HORIZONS ELECTRONICS CORP.
(Exact Name of Registrant as Specified in Its Charter)
EXHIBIT
NUMBER DESCRIPTION
--------------------------------------------------------
11 Computation of Per Share Earnings
27 Financial Data Schedule
<PAGE>
NU HORIZONS ELECTRONICS CORP.
EXHIBIT 11
COMPUTATION OF EARNINGS PER COMMON SHARE
----------------------------------------
(Unaudited)
<TABLE>
<CAPTION>
FOR THE NINE MONTHS ENDED FOR THE THREE MONTHS ENDED
--------------------------------------- ---------------------------------------
NOVEMBER 30, 1997 NOVEMBER 30, 1996 NOVEMBER 30, 1997 NOVEMBER 30, 1996
----------------- ----------------- ----------------- -----------------
<S> <C> <C> <C> <C>
PRIMARY EARNINGS:
- -----------------
NET INCOME $3,879,187 $5,548,058 $1,305,383 $1,741,894
============ ============ ============ ============
WEIGHTED AVERAGE SHARES:
Common shares outstanding 8,753,076 8,732,299 8,753,076 8,732,299
Common shares equivalents 61,294 409,232 46,682 155,311
------------ ------------ ------------ ------------
Weighted average number of common
shares and common share
equivalents outstanding 8,814,370 9,141,531 8,799,758 8,887,610
============ ============ ============ ============
PRIMARY EARNINGS PER COMMON SHARE $.44 $.61 $.15 $.20
==== ==== ==== ====
FULLY DILUTED EARNINGS:
- -----------------------
Net Income $3,879,187 $5,548,058 $1,305,383 $1,741,894
Net (after tax) interest expense
related to convertible debt 257,700 273,389 85,900 85,900
------------ ------------ ------------ ------------
NET INCOME AS ADJUSTED $4,136,887 $5,821,447 $1,391,283 $1,827,794
============ ============ ============ ============
SHARES:
Weighted average number of
common shares and common share
equivalents outstanding 8,814,370 9,141,531 8,799,758 8,887,610
Additional options not included
above 1,301,906 917,495 1,316,518 1,171,416
Assuming conversion of
convertible debt 784,333 784,333 784,333 784,333
------------ ------------ ------------ ------------
Weighted average number of common
shares outstanding as adjusted 10,900,609 10,843,359 10,900,609 10,843,359
============ ============ ============ ============
FULLY DILUTED EARNINGS PER
COMMON SHARE $.38 $.54 $.13 $.17
==== ==== ==== ====
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED FINANCIAL STATMENTS FOR THE THIRD QUARTER ENDED NOVEMBER
30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERNECE TO SUCH STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> FEB-28-1998
<PERIOD-START> MAR-01-1997
<PERIOD-END> NOV-30-1997
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0
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