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
February 29, 1996
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)
847 - 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 18,433,412 common shares outstanding as of March 31, 1996.
<PAGE>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands)
February 29, November 30,
ASSETS 1996 1995
(Unaudited) (Unaudited)
CURRENT ASSETS:
Cash and cash equivalents $ 7 609 $ 6 519
Marketable securities 66 252 62 315
Accounts receivable, less
allowance for possible losses
of $965,000 and $854,000 18 652 19 455
Inventories at lower of cost or market 20 062 19 583
Prepaid expenses and miscellaneous 3 276 5 037
-------- -------
TOTAL CURRENT ASSETS 115 851 112 909
-------- -------
PROPERTY, PLANT AND EQUIPMENT,
less accumulated depreciation of
$12,418,000 and $11,727,000 32 527 32 376
------- -------
OTHER ASSETS:
Marketable securities 10 384 10 347
Goodwill and other intangibles, net
of accumulated amortization of
$1,744,000 and $1,690,000 4 281 4 335
Miscellaneous 92 122
------- ------
TOTAL OTHER ASSETS 14 757 14 804
------- -------
$ 163 135 $ 160 089
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 5 160 $ 4 129
Accrued liabilities 6 908 6 486
------- -------
TOTAL CURRENT LIABILITIES 12 068 10 615
------- -------
LONG-TERM DEBT & DEFERRED INCOME TAXES 7 917 8 106
------- -------
STOCKHOLDERS' EQUITY:
Common stock, $.01 par, shares
authorized 50,000,000;
outstanding 18,530,412 & 18,511,112 185 185
Paid-in-capital 4 555 4 415
Cumulative marketable securities
valuation adjustment 1 511 661
Cumulative loss on foreign
currency translation ( 253) ( 201)
Retained earnings 138 823 137 342
------- -------
144 821 142 402
Less Treasury stock, at cost,
107,500 shares ( 1 671) ( 1 034)
------- -------
TOTAL STOCKHOLDERS' EQUITY 143 150 141 368
------- -------
$ 163 135 $ 160 089
======= =======
(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
--------------------------
February 29, February 28,
1996 1995
(Unaudited) (Unaudited)
NET SALES $ 28 186 $ 31 502
COST OF SALES 16 087 15 944
------- -------
Gross profit 12 099 15 558
SELLING, GENERAL AND ADMINISTRATIVE 8 722 8 009
------- -------
Operating income 3 377 7 549
OTHER INCOME 976 784
------- -------
Income before taxes on income 4 353 8 333
TAXES ON INCOME 1 397 2 990
------- -------
NET INCOME $ 2 956 $ 5 343
======= =======
NET INCOME PER COMMON SHARE $0.16 $0.29
(See Notes To Consolidated Financial Statements)
<PAGE>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF RETAINED EARNINGS
(In Thousands)
Three Months Ended
February 29, 1996
(Unaudited)
RETAINED EARNINGS, beginning of period $ 137 342
CASH DIVIDEND ($0.08 per share) ( 1 475)
NET INCOME, three months ended
February 29, 1996 2 956
-------
RETAINED EARNINGS, end of period $ 138 823
=======
(See Notes To Consolidated Financial Statements)
<PAGE>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS
(In Thousands)
Three Months Ended
---------------------------
February 29, February 28,
1996 1995
(Unaudited) (Unaudited)
CASH FLOWS PROVIDED BY (USED IN) OPERATING
ACTIVITIES:
Net income $ 2 956 $ 5 343
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation & amortization 745 690
Changes in assets and liabilities:
Decrease (Increase) in accounts
receivable 751 ( 2 662)
(Increase) in inventory ( 479) ( 1 239)
Decrease in prepaid expense 1 416 445
Decrease (Increase) in other
assets 30 ( 28)
Increase in accounts
payable and accrued expenses 1 453 1 688
Decrease in deferred taxes ( 74) ( 11)
------- -------
NET CASH PROVIDED BY OPERATING ACTIVITIES: 6 798 4 226
------- -------
CASH FLOWS PROVIDED BY (USED IN) INVESTING
ACTIVITIES:
Capital expenditures ( 842) ( 859)
Purchases of marketable securities ( 12 700) ( 17 941)
Sales of marketable securities 9 920 13 297
------- -------
NET CASH (USED IN) INVESTING
ACTIVITIES ( 3 622) ( 5 503)
------- -------
(Continued on Next Page)
<PAGE>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS (CONTINUED)
_________________________________
(In Thousands)
Three Months Ended
---------------------------
February 29, February 28,
1996 1995
___________ ___________
(Unaudited) (Unaudited)
CASH FLOWS PROVIDED BY (USED IN) FINANCING
ACTIVITIES:
Purchase of Treasury stock ( 637) -
Proceeds from exercise of stock
options 140 213
Dividend paid ( 1 475) ( 1 292)
Principal payments on long-term debt ( 114) ( 84)
_______ _______
NET CASH (USED IN) PROVIDED BY
FINANCING ACTIVITIES ( 2 086) ( 1 163)
_______ _______
NET (DECREASE) INCREASE IN CASH 1 090 ( 2 440)
CASH AT BEGINNING OF PERIOD 6 519 4 605
_______ _______
CASH AT END OF PERIOD $ 7 609 $ 2 165
======= =======
SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION:
Cash paid during the period for:
Interest $ 86 $ 77
Income taxes 255 919
(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, 1995 was derived from the Company's audited consolidated
financial statements.
INVENTORIES
Inventories are summarized as follows:
(In Thousands)
February 29, November 30,
1996 1995
Finished goods $ 7 235 $ 7 280
Raw materials 12 827 12 303
------- -------
$ 20 062 $ 19 583
======= =======
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:
February 29, February 28,
1996 1995
3 months ended 18,487,650 18,563,608
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
OF OPERATIONS AND FINANCIAL CONDITION
RESULTS OF OPERATIONS:
_____________________
Three Months Ended February 29, 1996 Compared With Three Months
_______________________________________________________________
Ended February 28, 1995
_______________________
During the first quarter ended February 29 1996, net
sales decreased 10.5% to $28,186,000 compared to $31,502,000 for
the like period in 1995. This decrease in sales, in Management's
opinion, is reflective of continued sluggish demand from certain end use
markets, increasing price competition, and delays in the planned
introduction of new products. In addition, the Company implemented a
sales promotion for existing products in the month of February 1995
which increased revenues for the quarter. The sales promotions
conducted during the first quarter of 1996 were different in scope
and timing which had less favorable impact on sales.
Sales through Juno's Canadian subsidiary decreased .3% to
$1,435,000 compared to $1,440,000 for the like period in 1995.
Cost of sales as a percentage of net sales increased to
57.1% for the quarter, compared to 50.6% for the like period in
1995. Approximately one-fourth of the decrease in margin was due to
one-time bonus expenditures in the first quarter resulting from
the labor contract settlement in the Fall of 1995, approximately
one-fourth was due to underabsorbed indirect labor costs resulting
from the sales decline, with the remainder principally due to increases
in aggregate discounting to customers and to a lesser extent increases
in raw material costs.
Selling, general and administrative expenses as a
percentage of sales increased to 31.0% as compared to 25.4% in
1995. Approximately 20% of this increase is due to a one-time
expenditure relating to an executive relocation agreement,
approximately 20% of the increase is due to costs relating to a
national sales meeting in the first quarter of 1996 to introduce
an important new product line, with the remainder due primarily to
increases in salary and benefit levels as well as additional staff
hired to support anticipated growth in business.
As a result of the above factors, operating income
decreased to 12.0% of sales as compared to 24.0% for the like
period in 1995.
The effective income tax rate decreased to 32.1%
compared to 35.9% for the like period in 1995. This decrease was
due to the increase in the relationship of tax exempt municipal
interest income earned as a percentage of total taxable income.
On March 1, 1996, the Company initiated a price increase
of approximately 1.5% on a weighted average basis on all product
lines.
(Continued on Next Page)
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
OF OPERATIONS AND FINANCIAL CONDITION (continued)
LIQUIDITY AND CAPITAL RESOURCES:
_______________________________
During the three month period ended February 29, 1996,
the Company generated positive net cash flow from operating
activities of $6,798,000. This was comprised principally of net
income, depreciation and amortization, decreases in accounts
receivable and prepaid expenses, and increases in accounts payable
(collectively aggregating $7,321,000), net of increases in inventory
of $479,000. The Company used the net cash provided from
operating activities to finance capital expenditures of $842,000,
increase its investment portfolio by $2,780,000 and pay dividends
of $1,475,000 ($.08 per common share).
On March 4, 1996, the Company announced the declaration
of a cash dividend of 8 cents per share payable April 15, 1996, to
stockholders of record on March 15, 1996. 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: April 15, 1996
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<BONDS> 5862
0
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<COMMON> 185
<OTHER-SE> 142965
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