FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
May 31, 1995
For the quarterly period ended ...........................................
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ................... to ....................
0-11631
Commission File Number ..........
JUNO LIGHTING, INC.
..........................................................................
(Exact name of registrant as specified in its charter)
Incorporated in Delaware 36-2852993
..........................................................................
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2001 South Mt. Prospect Ave., Des Plaines, Illinois 60017-5065
..........................................................................
(Address of principal executive offices) (Zip Code)
708 - 827 - 9880
..........................................................................
(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 Sections 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.
X
Yes ..... No .....
There were 18,489,912 common shares outstanding as of June 30, 1995.
<PAGE>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands)
May 31, November 30,
ASSETS 1995 1994
(Unaudited) (Unaudited)
CURRENT ASSETS:
Cash and cash equivalents $ 5 536 $ 4 605
Marketable securities 55 203 53 841
Accounts receivable, less
allowance for possible losses
of $868,000 and $781,000 21 971 19 673
Inventories at lower of cost or market 19 522 18 211
Prepaid expenses and miscellaneous 3 971 3 675
---------- ----------
TOTAL CURRENT ASSETS 106 203 100 005
PROPERTY, PLANT AND EQUIPMENT,
less accumulated depreciation of
$10,558,000 and $9,377,000 31 741 31 195
---------- ----------
OTHER ASSETS:
Marketable securities 10 037 9 861
Goodwill and other intangibles, net
of accumulated amortization of
$1,581,000 and $1,432,000 4 443 4 593
Miscellaneous 131 102
---------- ----------
TOTAL OTHER ASSETS 14 613 14 556
---------- ----------
$ 152 557 $ 145 756
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 3 936 $ 3 419
Accrued liabilities 4 907 7 135
---------- ----------
TOTAL CURRENT LIABILITIES 8 843 10 554
---------- ----------
LONG-TERM DEBT & DEFERRED INCOME TAXES 8 214 8 454
---------- ----------
STOCKHOLDERS' EQUITY:
Common stock, $.01 par, shares
authorized 50,000,000;
outstanding 18,489,912 & 18,457,112 185 185
Paid-in-capital 4 244 3 922
Cumulative marketable securities
valuation adjustment 393 -
Cumulative loss on foreign
currency translation ( 264) ( 273)
Retained earnings 130 942 122 914
---------- ----------
TOTAL STOCKHOLDERS' EQUITY 135 500 126 748
---------- ----------
$ 152 557 $ 145 756
========== ==========
(See Notes To Consolidated Financial Statements)
<PAGE>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In Thousands Except Per
Share Amounts)
Three Months Ended
--------------------------
May 31, May 31,
1995 1994
(Unaudited) (Unaudited)
NET SALES $ 33 258 $ 33 316
COST OF SALES 16 971 15 960
--------- ----------
Gross profit 16 287 17 356
SELLING, GENERAL AND ADMINISTRATIVE 8 860 8 165
--------- ----------
Operating income 7 427 9 191
OTHER INCOME 816 655
--------- ----------
Income before taxes on income 8 243 9 846
TAXES ON INCOME 2 972 3 726
---------- ----------
NET INCOME $ 5 271 $ 6 120
========== ==========
NET INCOME PER COMMON SHARE $0.28 $0.33
========== =========
(See Notes To Consolidated Financial Statements)
<PAGE>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In Thousands Except Per
Share Amounts)
Six Months Ended
--------------------------
May 31, May 31,
1995 1994
(Unaudited) (Unaudited)
NET SALES $ 64 760 $ 60 995
COST OF SALES 32 916 29 451
---------- ----------
Gross profit 31 844 31 544
SELLING, GENERAL AND ADMINISTRATIVE 16 869 15 661
---------- ----------
Operating income 14 975 15 883
OTHER INCOME 1 600 1 405
---------- ----------
Income before taxes on income 16 575 17 288
TAXES ON INCOME 5 961 6 405
---------- ----------
NET INCOME $ 10 614 $ 10 883
========== ==========
NET INCOME PER COMMON SHARE $0.57 $0.59
========== ==========
(See Notes To Consolidated Financial Statements)
<PAGE>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF RETAINED EARNINGS
(In Thousands)
Six Months Ended
May 31, 1995
(Unaudited)
RETAINED EARNINGS, beginning of period $ 122 914
CASH DIVIDEND ($0.14 per share) ( 2 586)
NET INCOME, six months ended
May 31, 1995 10 614
----------
RETAINED EARNINGS, end of period $ 130 942
==========
(See Notes To Consolidated Financial Statements)
<PAGE>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS
(In Thousands)
Six Months Ended
---------------------------
May 31, May 31,
1995 1994
(Unaudited) (Unaudited)
CASH FLOWS PROVIDED BY (USED IN) OPERATING
ACTIVITIES:
Net income from continuing operations $ 10 614 $ 10 883
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation & amortization 1 441 1 153
Changes in assets and liabilities:
(Increase) in accounts
receivable ( 2 289) ( 2 825)
(Increase) in inventory ( 1 311) ( 1 521)
( Increase) Decrease in prepaid
expense ( 296) 203
(Increase) in other assets ( 30) ( 26)
(Decrease) Increase in accounts
payable and accrued expenses ( 1 632) 791
(Decrease) Increase in
deferred taxes ( 43) 73
----------- ----------
NET CASH PROVIDED BY OPERATING ACTIVITIES: 6 454 8 731
----------- ----------
CASH FLOWS PROVIDED BY (USED IN) INVESTING
ACTIVITIES:
Capital expenditures ( 1 838) ( 1 699)
Purchases of marketable securities ( 27 133) ( 14 857)
Sales of marketable securities 25 988 11 336
----------- -----------
NET CASH (USED IN) INVESTING
ACTIVITIES ( 2 983) ( 5 220)
----------- -----------
(Continued on Next Page)
<PAGE>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS (CONTINUED)
_________________________________
(In Thousands)
Six Months Ended
---------------------------
May 31, May 31,
1995 1994
___________ ___________
(Unaudited) (Unaudited)
CASH FLOWS PROVIDED BY (USED IN) FINANCING
ACTIVITIES:
Proceeds from exercise of stock
options 243 198
Dividend paid ( 2 586) ( 2 208)
Principal payments on long-term debt ( 197) ( 224)
___________ ___________
NET CASH (USED IN) PROVIDED BY
FINANCING ACTIVITIES ( 2 540) ( 2 234)
___________ ___________
NET INCREASE IN CASH 931 1 277
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 4 605 1 840
___________ ___________
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 5 536 $ 3 117
=========== ===========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION:
Cash paid during the period for:
Interest $ 171 $ 154
Income taxes 7 136 6 182
(See Notes To Consolidated Financial Statements)
<PAGE>
JUNO LIGHTING, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FINANCIAL INFORMATION
The financial information presented in these consolidated
financial statements is unaudited but, in the opinion of management,
reflects all normal adjustments necessary for the fair presentation of
the Company's financial position, results of its operations and cash
flows. The information in the condensed consolidated balance sheet as of
November 30, 1994 was derived from the Company's audited consolidated
financial statements.
On December 1, 1994, the Company adopted the provisions of
Statement of Financial Accounting Standards ("SFAS") No. 115, "Accounting
for Certain Investments in Debt and Equity Securities," which requires
the Company to record its investments in debt securities, consisting of
U.S. Government and municipal bond issues, as available-for-sale at
market value. Changes in market value for these securities are reported,
net of tax, in a separate component of stockholders equity until
realized. Prior to adoption of SFAS No. 115, investments in debt
securities were valued at the lower of aggregate amortized cost or
market. As a result of adopting SFAS No. 115, a $1,011,000 unrealized
loss, net of tax, was charged to stockholders equity at December 1, 1994.
The adoption of this Statement had no impact on net income for the six
months ended May 31, 1995, or amounts reported in fiscal 1994.
INVENTORIES
Inventories are summarized as follows:
(In Thousands)
May 31, November 30,
1995 1994
Finished goods $ 8 241 $ 7 548
Raw materials 11 281 10 663
---------- ----------
$ 19 522 $ 18 211
========== ==========
NET INCOME PER COMMON SHARE
Net income per common share is calculated by dividing net income
by the weighted average number of common shares outstanding including
assumed exercise of stock options during the periods. Such weighted
average number of shares outstanding is as follows:
May 31, May 31,
1995 1994
3 months ended 18,574,819 18,543,099
6 months ended 18,568,264 18,543,926
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
OF OPERATIONS AND FINANCIAL CONDITION
RESULTS OF OPERATIONS:
_____________________
Three Months Ended May 31, 1995 Compared With Three Months
__________________________________________________________
Ended May 31, 1994
__________________
During the second quarter ended May 31, 1995, net sales
decreased slightly by .2% to $33,258,000 compared to $33,316,000
for the like period in 1994. Second quarter increases resulting from
sales promotions and a distributor price increase on the Company's
Recessed products effective April, 1995 of 1.6% expressed on a weighted
average basis, were offset by a general decline in construction activity.
Sales through Juno's Canadian subsidiary decreased 8.3% to $1,589,000
for the quarter ended May 31, 1995 compared to $1,733,000 for the like
period in 1994.
Cost of sales as a percentage of net sales increased to
51.0% for the quarter, compared to 47.9% for the like period in
1994. Approximately one-third of the decrease in margin was due to
increases in employee health insurance costs for the direct labor
workforce, with the remainder primarily due to increases in raw
material costs.
Selling, general and administrative expenses as a
percentage of sales increased to 26.6% of sales, compared to 24.5%
for the like period in 1994. This increase was due primarily to
general inflationary cost increases, and to a lessor extent increases
in staffing, and the slight decrease in sales.
As a result of the above factors, operating income as a
percentage of sales for the quarter decreased to 22.2% of sales
compared to 27.6% for the like period in 1994.
Six Months Ended May 31, 1995 Compared With Six Months
______________________________________________________
Ended May 31, 1994
__________________
During the six month period ended May 31, 1995, net
sales increased 6.2% to $64,760,000 compared to $60,995,000 for
the like period in 1993. Approximately one-half of the increase
was due to improvement in the sales of the Company's wholly-owned
subsidiary, Indy Lighting, Inc., with the remainder attributed to
sales promotions run during the first six months of 1995, and
distributor price increases on the Company's Trac and Vector
product lines effective February, 1995 of 2.2%., and on Recessed
products effective April, 1995 of 1.6%, both expressed on a
weighted average basis.
(Continued on Next Page)
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
OF OPERATIONS AND FINANCIAL CONDITION (continued)
Cost of sales as a percentage of sales increased to
50.8% for the six months, as compared to 48.3% for the like period
in 1994, due to the same factors cited above.
Selling, general and administrative costs increased to
26.1% for the first six months, compared to 25.7% for the like
period in 1994. This increase is also attributable to the factors
cited above.
LIQUIDITY AND CAPITAL RESOURCES:
_______________________________
During the six month period ended May 31, 1995, the
Company generated positive net cash flow from operating activities
of $6,454,000. This was comprised of net income, depreciation and
amortization ($12,055,000), net of increases in Accounts
Receivable ($2,289,000) and Inventory ($1,311,000), and decreases
in Accounts Payable ($1,632,000). The Company used the net cash
provided from operating activities to finance capital expenditures
of $1,838,000, increase its investment portfolio by $1,145,000 and
pay dividends of $2,586,000 ($.14 per common share).
On April 25, 1995, the Company announced the declaration
of a cash dividend of 8 cents per share payable July 14, 1995, to
shareholders of record on June 15, 1995. This represents an increase
in the quarterly dividend of $.01 cent per share. The Board of Directors
intends to maintain regular quarterly dividends at the same rate.
Management believes that the existing level of working capital is
adequate for the Company's liquidity needs currently and in the
foreseeable future. It is currently anticipated that future
working capital requirements and capital expenditures will be met
by internally generated funds.
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings - None
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. (a) Exhibits - None
(b) During the quarter for which this report is filed, no
reports on Form 8-K were filed.
<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.
JUNO LIGHTING, INC.
By: George J. Bilek
George J. Bilek, Vice President Finance
(Principal Financial Officer)
Dated: July 14, 1995
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<OTHER-SE> 135315
<TOTAL-LIABILITY-AND-EQUITY> 152557
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