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
August 31, 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.
Yes ..X... No .....
There were 18,461,912 common shares outstanding as of September 30, 1996.
<PAGE 2>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands)
August 31, November 30,
ASSETS 1996 1995
(Unaudited) (Unaudited)
CURRENT ASSETS:
Cash and cash equivalents $ 3 299 $ 6 519
Marketable securities 65 912 62 315
Accounts receivable, less
allowance for possible losses
of $1,146,000 and $854,000 23 687 19 455
Inventories at lower of cost or market 22 877 19 583
Prepaid expenses and miscellaneous 4 528 5 037
-------- --------
TOTAL CURRENT ASSETS 120 303 112 909
-------- --------
PROPERTY, PLANT AND EQUIPMENT,
less accumulated depreciation of
$13,904,000 and $11,727,000 34 700 32 376
OTHER ASSETS:
Marketable securities 10 015 10 347
Goodwill and other intangibles, net
of accumulated amortization of
$1,835,000 and $1,690,000 4 189 4 335
Miscellaneous 75 122
-------- --------
TOTAL OTHER ASSETS 14 279 14 804
-------- --------
$ 169 282 $ 160 089
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 4 169 $ 4 129
Accrued liabilities 8 495 6 486
-------- --------
TOTAL CURRENT LIABILITIES 12 664 10 615
-------- --------
LONG-TERM DEBT & DEFERRED INCOME TAXES 6 440 8 106
STOCKHOLDERS' EQUITY:
Common stock, $.01 par, shares
authorized 50,000,000;
issued 18,563,612 & 18,511,112 186 185
Paid-in-capital 4 795 4 415
Cumulative marketable securities
valuation adjustment 7 661
Cumulative loss on foreign
currency translation ( 250) ( 201)
Retained earnings 147 072 137 342
-------- --------
151 810 142 402
Less Treasury Stock, at cost;
104,900 & 67,500 shares ( 1 632) ( 1 034)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 150 178 141 368
-------- --------
$ 169 282 $ 160 089
======== ========
(See Notes To Consolidated Financial Statements)
<PAGE 3>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In Thousands Except Per
Share Amounts)
Three Months Ended
--------------------------
August 31, August 31,
1996 1995
(Unaudited) (Unaudited)
NET SALES $ 34 869 $ 31 120
COST OF SALES 17 457 16 779
------- -------
Gross profit 17 412 14 341
SELLING, GENERAL AND ADMINISTRATIVE 9 076 8 364
------- -------
Operating income 8 336 5 977
OTHER INCOME 920 821
------- -------
Income before taxes on income 9 256 6 798
TAXES ON INCOME 3 364 2 424
------- -------
NET INCOME $ 5 892 $ 4 374
======= =======
NET INCOME PER COMMON SHARE $0.32 $0.24
(See Notes To Consolidated Financial Statements)
<PAGE 4>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In Thousands Except Per
Share Amounts)
Nine Months Ended
--------------------------
August 31, August 31,
1996 1995
(Unaudited) (Unaudited)
NET SALES $ 98 099 $ 95 880
COST OF SALES 51 638 49 695
------- -------
Gross profit 46 461 46 185
SELLING, GENERAL AND ADMINISTRATIVE 27 379 25 233
------- -------
Operating income 19 082 20 952
OTHER INCOME 2 796 2 421
------- -------
Income before taxes on income 21 878 23 373
TAXES ON INCOME 7 703 8 384
------- -------
NET INCOME $ 14 175 $ 14 989
======= =======
NET INCOME PER COMMON SHARE $0.77 $0.81
(See Notes To Consolidated Financial Statements)
<PAGE 5>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF RETAINED EARNINGS
(In Thousands)
Nine Months Ended
August 31, 1996
(Unaudited)
RETAINED EARNINGS, beginning of period $ 137 342
CASH DIVIDEND ($0.24 per share) ( 4 425)
REISSUANCE OF TREASURY STOCK ( 20)
NET INCOME, nine months ended August 31, 1996 14 175
--------
RETAINED EARNINGS, end of period $ 147 072
========
(See Notes To Consolidated Financial Statements)
<PAGE 6>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS
(In Thousands)
Nine Months Ended
---------------------------
August 31, August 31,
1996 1995
(Unaudited) (Unaudited)
CASH FLOWS PROVIDED BY (USED IN) OPERATING
ACTIVITIES:
Net income from continuing operations $ 14 175 $ 14 989
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation & amortization 2 324 2 097
Changes in assets and liabilities:
(Increase) in accounts
receivable ( 4 281) ( 1 106)
(Increase) in inventory ( 3 294) ( 1 271)
Decrease (Increase) in prepaid
expense 871 ( 1 181)
Decrease (Increase) in
other assets 48 ( 24)
Increase (Decrease) in accounts
payable and accrued expenses 915 ( 135)
(Decrease) in deferred taxes ( 189) ( 23)
------- -------
NET CASH PROVIDED BY OPERATING ACTIVITIES: 10 569 13 346
------- -------
CASH FLOWS PROVIDED BY (USED IN) INVESTING
ACTIVITIES:
Capital expenditures ( 4 503) ( 2 772)
Purchases of marketable securities ( 34 368) ( 38 556)
Sales of marketable securities 30 087 32 628
------- -------
NET CASH (USED IN) INVESTING
ACTIVITIES ( 8 784) ( 8 700)
------- -------
(Continued on Next Page)
<PAGE 7>
JUNO LIGHTING, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS (CONTINUED)
_________________________________
(In Thousands)
Nine Months Ended
---------------------------
August 31, August 31,
1996 1995
___________ ___________
(Unaudited) (Unaudited)
CASH FLOWS PROVIDED BY (USED IN) FINANCING
ACTIVITIES:
Purchase of Treasury Stock ( 637) -
Proceeds from exercise of stock
options 400 334
Dividend paid ( 4 425) ( 4 065)
Principal payments on long-term debt ( 343) ( 302)
___________ ___________
NET CASH (USED IN)
FINANCING ACTIVITIES ( 5 005) ( 4 033)
___________ ___________
NET (DECREASE) INCREASE IN CASH ( 3 220) 613
CASH AT BEGINNING OF PERIOD 6 519 4 605
___________ ___________
CASH AT END OF PERIOD $ 3 299 $ 5 218
=========== ==========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION:
Cash paid during the period for:
Interest $ 242 $ 253
Income taxes 7 140 9 190
(See Notes To Consolidated Financial Statements)
<PAGE 8>
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)
August 31, November 30,
1996 1995
--------- ----------
Finished goods $ 9 733 $ 7 280
Raw materials 13 144 12 303
--------- ----------
$ 22 877 $ 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:
August 31, August 31,
1996 1995
---------- ----------
3 months ended 18,495,403 18,569,860
9 months ended 18,488,538 18,568,627
<PAGE 9>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
OF OPERATIONS AND FINANCIAL CONDITION
==========================================================
RESULTS OF OPERATIONS:
- ----------------------
Three Months Ended August 31, 1996 Compared With Three Months
- -------------------------------------------------------------
Ended August 31, 1995
- ---------------------
During the third quarter ended August 31, 1996, net sales
increased by 12.0% to $34,869,000 compared to $31,120,000 for the
like period in 1995. This increase is due to sales of new
products introduced in 1996, improved sales through its wholly
owned subsidiary Indy Lighting with the remainder due, in
management's opinion, to an improvement in market share. Sales
through Juno s Canadian subsidiary increased 16.3% to $2,191,000
compared to $1,884,000 for the like period in 1995.
Cost of sales as a percentage of net sales decreased to
50.1% for the quarter, compared to 53.9% for the like period in
1995 principally due to decreases in raw material costs, improved
product sales mix, ongoing cost reductions and improvements in
productivity.
Selling, general and administrative expenses expressed as a
percentage of sales decreased slightly to 26.0% as compared to
26.9% in 1995 due to economies of scale associated with the
increase in sales.
As a result of the above factors, operating income increased
to 23.9% of sales as compared to 19.2% for the like period in
1995.
Nine Months Ended August 31, 1996 Compared With Nine Months
- -----------------------------------------------------------
Ended August 31, 1995
- ---------------------
During the nine month period ended August 31, 1996, net
sales increased 2.3% to $98,099,000 compared to $95,880,000 for
the like period in 1995. This increase in sales is due to sales
of new products introduced in 1996 and improved sales from Indy
Lighting. These increases were offset by sluggish demand from
certain end user markets during the first six months of 1996 and
increasing pricing competition.
Cost of sales as a percentage of net sales increased to
52.6% for the nine month period compared to 51.8% for the like
period in 1995. Improvements indicated previously for the third
quarter were offset by one-time expenditures in the first quarter
of 1996 resulting from the labor contract settlement in the Fall
of 1995, changes in product sales mix, and the remainder due to
general inflationary cost increases incurred during the first six
months of 1996.
(Continued on Next Page)
<PAGE 10>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
OF OPERATIONS AND FINANCIAL CONDITION continued)
========================================================
Selling, general and administrative expenses as a percentage
of sales increased to 27.9% as compared to 26.3% in 1995 due
primarily to advertising and promotional costs of new products
and increased staffing costs.
The effective income tax rate decreased slightly to 35.2%
compared to 35.9% for the like period in 1995.
LIQUIDITY AND CAPITAL RESOURCES:
- --------------------------------
During the nine month period ended August 31, 1996, the
Company generated positive net cash flow from operating
activities of $10,569,000. This was comprised of net income,
depreciation and amortization, decreases in prepaid expenses, and
increases in accounts payable (collectively aggregating
$18,285,000), net of increases in inventory of $3,294,000 and
accounts receivable of $4,281,000. The company used the net cash
provided from operating activities to finance capital
expenditures of $4,503,000, increase its investment portfolio by
$4,281,000, and pay dividends of $4,425,000 ($.24 per common
share).
On, September 4, 1996, the Company announced the
declaration of a cash dividend of 8 cents per share payable
October 15, 1996, to shareholders of record September 16, 1996.
The Board of Directors intends to consider 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 with internally generated
funds.
<PAGE 11>
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 12>
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, Vice President Finance
(Principal Financial Officer)
Dated: October 15, 1996
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