U.S. Securities and Exchange Commission
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended August 31, 1995
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
Commission file number 0-12866
CABRE CORP
- -----------------------------------------------------------------------------
(Exact Name of small business issuer as specified in its charter)
Delaware 75-1907070
(State or other jurisdiction of
incorporation or organization) (IRS Employer Identification No.)
1209 Orange St., Wilmington, Delaware 19801
(Address of principal executive offices)
( 302 ) - 658-7581
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 906,591 as of September
30, 1995.
CABRE CORP AND SUBSIDIARIES
INDEX TO FORM 10-QSB
PAGE
PART 1 FINANCIAL INFORMATION NUMBER
Item 1. Financial Statements for Cabre Corp
and Subsidiaries (unaudited)
Consolidated Balance Sheets - 2
August 31, 1995 and May 31, 1995
Consolidated Statements of Income - 3
Three Months Ended August 31, 1995 and August 31, 1994
Consolidated Statements of Cash Flows - 4
Three Months Ended August 31, 1995 and August 31, 1994
Notes to Consolidated Financial Statements 5
Item 2. Management's Discussion and Analysis of 6
Financial Condition and Results of Operation
PART II OTHER INFORMATION 7
SIGNATURE
CABRE CORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
For the Periods ended August 31, 1995 and May 31, 1995
ASSETS
August 31, 1995 May 31, 1995
(Unaudited) (Audited)
Current assets:
Cash and cash equivalents $ 233,950 $ 154,027
Accounts receivable:
Trade, net of allowances for doubtful
accounts of $7,022 each year 763,489 1,106,111
United States Government 1,947,179 659,469
Inventories 2,443,776 3,496,678
Prepaid expenses and other assets 20,498 17,972
Income taxes receivable 323,810 324,163
Deferred income taxes 124,363 124,363
------------ -------------
Total current assets 5,857,065 5,882,783
------------ -------------
Property and equipment, net 4,091,148 4,219,848
------------ -------------
Total assets $ 9,948,213 $ 10,102,631
============ =============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Notes payable $ 3,275,000 $ 3,400,000
Current portion of long-term debt 481,745 447,916
Accounts payable 613,701 474,812
Accrued expenses 288,657 338,920
Total current liabilities 4,659,103 4,661,648
------------ -------------
Long-term debt, less current portion 1,862,341 2,014,895
Note payable to shareholder 800,000 800,000
Deferred income taxes 383,084 383,084
------------ -------------
Total long-term liabilities 3,045,425 3,197,979
------------ -------------
Total liabilities 7,704,528 7,859,627
------------ -------------
Commitments and Contingencies - -
Shareholders' equity
Common stock, $2.00 par, 6,000,000
shares authorized,906,591 and 943,534
shares issued and outstanding 1,813,361 1,813,361
Preferred Stock, $2.00 par, 2,000,000
shares authorized, no shares issued
and outstanding - -
Additional paid in capital 126,381 126,381
Retained earnings 303,943 303,262
------------ ------------
Total shareholders' equity 2,243,685 2,243,004
------------ ------------
Total liabilities and shareholders'
equity $ 9,948,213 $ 10,102,631
============ ============
See accompanying notes to consolidated financial statements
CABRE CORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
For the Quarters ended August 31, 1995 and 1994
(Unaudited)
Three Months Ended
August 31, 1995 August 31, 1994
Sales and contract revenues $ 2,262,224 $ 3,286,122
Cost of sales and contracts 1,788,136 2,362,471
------------- -------------
Gross Profit 474,088 923,651
Sales and administrative expenses 287,549 721,850
------------- -------------
Operating Profit 186,539 201,801
------------- -------------
Other income (expense):
Interest expense (172,194) (90,845)
Interest income 6,036 14,190
Loss on disposal of assets (28,014) (11,438)
Other 8,667 -
------------- -------------
Total other income (expense) (185,505) (88,093)
------------- -------------
Income before taxes 1,034 113,708
Provision for income taxes 353 38,661
------------- -------------
Net income 681 75,047
============= =============
Earnings per common share $ - $ 0.08
============= =============
See accompanying notes to consolidated financial statements.
CABRE CORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
August 31, 1995 August 31,1994
Cash flows from operating activities:
Net income $ 681 $ 75,047
Adjustments to reconcile net
income to net cash provided (used)
by operating activities:
Depreciation and amortization 87,872 82,833
Loss on disposal of assets 40,828 -
Deferred federal income tax (benefit) - 38,661
Changes in assets and liabilities:
Accounts receivable (945,088) 566,597
Inventory 1,052,902 (1,441,404)
Prepaid expenses (2,526) (44,905)
Accounts payable and accrued expenses 88,626 429,215
Income taxes payable 353 (52,237)
------------- --------------
Net cash provided by operating activities 323,648 (346,193)
------------- --------------
Cash flows from investing activities:
Purchase of property and equipment - (272,320)
Cash flows from financing activities:
Net borrowings under bank lines of credit (125,000) 615,000
Issuance of long-term debt - 204,659
Principal payments on long term debt (118,725) (50,158)
------------ --------------
Net cash provided by financing activities (243,725) 769,501
------------ --------------
Net increase (decrease) in cash
and cash equivalents 79,923 150,988
Cash and cash equivalents at beginning
of period 154,027 654,320
------------ --------------
Cash and cash equivalents at end
of period $ 233,950 $ 805,308
============ ==============
Supplemental disclosure of cash flow
information:
Cash paid during the period for:
Interest (none capitalized) $ 167,705 $ 89,374
Income taxes (170,000) 167,200
See accompanying notes to consolidated financial statements
CABRE CORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Statement of Information Furnished
The accompanying unaudited consolidated financial statements have been
prepared in accordance with Form 10-QSB instructions and in the opinion of
management contain all adjustments (consisting of only normal recurring
accruals) necessary to present fairly the financial position as of August 31,
1995, the results of operations for the three months ending August 31, 1995
and 1994, and the cash flows for the three months ended August 31, 1995 and
1994. These results have been determined on the basis of generally accepted
accounting principles and practices applied consistently with those used in
the preparation of the Company's audited financial statements for its fiscal
year ended May 31, 1995.
2. Business
The Company operates as a "Holding" company with Antenna Products
Corporation, Metal Finishing Corp, and Thirco, Inc. as its subsidiaries.
Antenna Products and Metal Finishing are operating subsidiaries with Thirco
serving as an equipment leasing company to Cabre's operating units.
Antenna Products Corporation designs, manufactures and markets antenna
systems, towers, and communications accessories worldwide for the U.S.
Government, both military and civil agencies, and prime contractors
representing Antenna Products principal customers.
Metal Finishing Corp offers a wide range of metal finishes and surface
enhancements. Industries serviced range from medical, electronics, oil
patch, fastener, packaging, automotive to commercial as well as aerospace
and defense contracted work.
3. Current Assets
Inventories included in the consolidated balance sheet consist of the following:
August 31, 1995 May 31, 1995
Raw materials $ 635,587 $ 1,596,022
Work in process 2,561,082 1,257,521
Finished goods 287,725 668,665
---------------- ---------------
$ 3,498,415 $ 3,522,208
Less:
Progress Payments/
Estimated Losses $ (1,040,618) $ (25,530)
---------------- ---------------
$ 2,457,797 $ 3,496,678
================ ===============
4. Short Term Liabilities
The notes payable are for borrowings on lines of credit at banks. The credit
lines are secured by collateral consisting of Antenna Products Corporation's
inventories and accounts receivable and are limited to $3,354,478.
5. Long Term Liabilities
The note payable is to a bank for the refinancing of Antenna Products
Corporation property and equipment amortized over twenty years commencing on
September 30, 1991 and ending on September 30, 2011. The note carries a FmHA
federal guarantee.
CABRE CORP AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
OPERATION AND FINANCIAL CONDITION
The following is management's discussion and analysis of certain significant
factors which have affected the Company's financial condition and operating
results for the period included in the accompanying financial statements.
Results of Operation
First Quarter Ended August 31, 1995 Compared to First Quarter Ended
August 31, 1994
The Company's net profit for the quarter ended August 31, 1995 was $681
compared to $75,047 in the quarter ended August 31, 1994. The decreased
profitability was primarily driven by a lower sales volume than the first
quarter 1994. Overall sales are 30% lower from year to year with $2.3
million total deliveries in the 1st quarter of fiscal year 1996 and $3.3
million of deliveries for the same period of fiscal year 1995. $395,000 of
the reduction in expenses is attributed to reorganization and cost control
program initiated in Antenna Products at the beginning of FY96. The
significant portion of the balance of the decrease in expenses is associated
with the discontinued operation of Audile, Inc.
Liquidity and Capital Resources
The Company's current assets total $5,895,418 as of August 31, 1995 with
$5,154,444 in inventory and accounts receivable. Receivables are $2,710,668
at quarter ending August 31, 1995 compared to $1,765,580 at fiscal 1995
year end. Net inventories have decreased from $3,496,678 at May 31, 1995 to
$2,4443,776 due to a progress billing on a major program. Cash accounts have
increased $79,923 from May 31, 1995. There were no capital additions
during this period. Current liabilities of the company decreased $2,545 from
fiscal year end due to the net decrease in notes and expenses.
Management believes that cash flows from operations of the operating
subsidiaries and current cash balances, together with available lines of
credit, will be sufficient to fund operations and expenses for the near and
mid term future. The Company at August 31, 1995 had $150,000 remaining in
loan availability against its revolving credit lines. On September 30, 1995,
Antenna Products renewed it's annual working credit line of $4.0 million with
loan advances subject to a borrowing base formula applied to inventory and
receivable balances.
CABRE CORP AND SUBSIDIARY
PART II - OTHER INFORMATION
No Applicable Items.
SIGNATURE
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.
Cabre Corp
Date: October 6, 1995 /S/Gary L. Skaggs
--------------------------
Vice President and
Chief Financial Officer
7
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<FISCAL-YEAR-END> MAY-31-1995
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<CASH> 233,950
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