SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
_____________________________________________________________________________
(X) Quarterly Report Pursuant To Section 13 or 15 (d) of the
Securities Exchange Act of 1934
For quarterly period ended April 30, 2000
OR
( ) Transition Report Pursuant to Section 13 or 15 (d) of the
Securities
Exchange Act of 1934
For the transition period from to
Commission file number 0-12195
THERMWOOD CORPORATION
______________________________________________________________________________
(Exact name of Registrant as specified in its charter)
INDIANA 35-1169185
________________________________________________________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
P. O. Box 436, Dale, Indiana 47523
___________________________________________________________________
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: 812-937-4476
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,
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 equity as of the latest practicable date.
Outstanding at April 30, 2000 Class
985,045 Shares Common Stock, no par value
Transitional Small Business Format (check one): Yes No X
PART I -- FINANCIAL STATEMENTS
<TABLE>
THERMWOOD CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended Nine Months Ended
April 30 April 30
2000 1999 2000 1999
---------- ---------- ------------ -----------
Sales
<S> <C> <C> <C> <C>
Machine sales $6,286,632 $4,858,279 $17,199,549 $14,428,158
Technical sales 1,449,273 1,211,351 4,359,106 3,771,990
---------- ---------- ----------- -----------
7,735,905 6,069,630 21,558,655 18,200,148
Less commissions 879,173 786,705 2,248,935 2,254,372
---------- ---------- ----------- -----------
Net Sales 6,856,732 5,282,925 19,309,720 15,945,776
Cost of Sales
Machine sales 3,838,178 2,681,027 9,939,081 7,851,740
Technical sales 669,102 640,934 1,992,139 1,817,093
---------- ---------- ----------- -----------
Total Cost of Sales 4,507,280 3,321,961 11,931,220 9,668,833
Gross Profit 2,349,452 1,960,964 7,378,500 6,276,943
Research and development,
marketing, administrative
and general expenses 1,948,580 1,671,070 5,710,360 5,315,277
---------- ---------- ---------- ----------
Operating income 400,872 289,894 1,668,140 961,666
Other income (expense):
Interest expense (229,358) (76,600) (683,181) (205,102)
Other (7,015) 23,917 (17,714) 42,769
----------- ---------- ----------- -----------
Other expense, net (236,373) (52,683) (700,895) (162,333)
Earnings before income taxes
and extraordinary loss 164,499 237,211 967,245 799,333
Income tax expense 90,946 72,943 374,715 381,389
------------ ---------- ----------- -----------
Earnings before extra-
ordinary loss 73,553 164,268 592,530 417,944
Extraordinary loss on
repurchase of bonds,net of
income tax benefit 0 0 (39,140) 0
------------ ---------- ----------- ----------
Net earnings $73,553 $164,268 $553,390 $417,944
Other comprehensive income
Foreign currency
translation gains 24,918 0 24,918 0
------------ ---------- ---------- ----------
Comprehensive income $98,471 $164,268 $578,308 $417,944
============ ========== ========== ==========
Earnings per share:
Basic $0.08 $0.13 $0.56 $0.30
Diluted 0.08 0.12 0.56 0.30
Weighted average shares
Basic 985,045 1,291,355 985,045 1,392,346
Diluted 1,008,299 1,324,082 1,008,299 1,403,074
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
THERMWOOD CORPORATION
CONSOLIDATED BALANCE SHEETS
(Unaudited)
April 30 July 31
2000 1999
ASSETS ------------ -----------
Current Assets
<S> <C> <C>
Cash $ 60,576 $ 80,941
Accounts receivable 3,253,057 1,902,865
Income taxes recoverable 135,457 135,457
Inventories 5,836,102 5,266,765
Deferred income taxes 655,000 655,000
Prepaid expenses 364,387 422,536
----------- ----------
Total current assets 10,304,579 8,463,564
----------- ----------
Property and Equipment
(net of accumulated depreciation) 2,817,316 2,766,859
----------- ----------
Other assets
Patents, trademarks and other 133,742 145,608
Bond issuance costs
net of accumulated amortization 437,062 481,179
Deferred income taxes 325,000 325,000
----------- ----------
Total other assets 895,804 951,787
----------- ----------
Total assets $14,017,699 $12,182,210
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable $ 1,388,131 $1,144,634
Accrued liabilities 1,147,215 943,756
Customer deposits 1,846,521 1,080,337
Current portion of capital lease obligations 36,748 36,748
Note payable to bank 2,274,674 2,196,320
----------- ----------
Total current liabilities 6,693,289 5,401,795
----------- ----------
Long-term Liabilities - less current portion
Capital lease obligations 48,058 70,777
Debentures payable, net of unamortized discount 2,901,590 2,913,184
----------- ----------
Total long-term liabilities 2,949,648 2,983,961
----------- ----------
Shareholders' equity
Common stock, no par value, 4,000,000 shares
authorized, 984,646 and 1,431,109 shares
issued and outstanding at April 30, 2000 and
July 31, 1999, respectively 7,953,077 7,953,077
Accumulated deficit (3,567,608) (4,120,998)
Foreign currency translation adjustment 24,918 0
----------- ----------
4,410,387 3,832,079
Less subscriptions receivable 35,625 35,625
----------- ----------
Total shareholders' equity 4,374,762 3,796,454
Total liabilities and shareholders' equity $14,017,699 $12,182,210
=========== ===========
See accompanying notes to consolidated financial statements.
</TABLE>
<TABLE>
THERMWOOD CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Nine Months Ended April 30
2000 1999
--------------------------
Cash Flows From Operating Activities:
<S> <C> <C>
Net earnings $553,390 $417,944
Adjustments to reconcile net earnings to net cash
provided by operating activities:
Depreciation and amortization 553,709 301,781
Changes in operating assets and liabilities:
Accounts receivable (1,350,192) 146,822
Inventories (569,337) (181,122)
Prepaid expenses and other assets 58,149 71,375
Accounts payable and other accrued expenses 446,956 47,477
Customer deposits 766,184 (162,922)
---------- ----------
Net cash provided by operating activities 458,859 641,355
Cash Flows From Investing Activities:
Purchases of patents, property and equipment (411,726) (273,295)
Net cash used by investing activities (411,726) (273,295)
Cash Flows from Financing Activities:
Principal payments on capital lease obligations (22,719) (5,020)
Proceeds from note payable 78,354 0
Bond issuance costs 0 (359,318)
Redemption of debentures (148,050) 0
----------- ---------
Net cash used by financing activities (92,415) (364,338)
Effect of foreign currency translation
adjustment on cash 24,917 0
------------ ---------
Increase (decrease) in cash (20,365) 3,722
Cash, beginning of period 80,941 115,937
----------- ----------
Cash, end of period $ 60,576 $119,659
=========== ==========
ADDITIONAL INFORMATION:
Interest paid $ 498,916 $149,431
=========== =========
Conversion of debentures payable to common stock
net of unamortized discount $ 0 $ 65,417
=========== =========
Exchange of 460,262 shares of common stock for
bonds payable, net of unamortized discount $ 0 $2,855,334
=========== ==========
See accompanying notes to consolidated financial statements.
</TABLE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS:
Note A - Basis of Presentation
_______________________
The unaudited consolidated financial statements have been
prepared in accordance with the instructions to Form 10-QSB and,
therefore, do not include all information and footnotes required
by generally accepted accounting principles for complete
financial statements. The statements have not been examined by
independent accountants but include, in the opinion of
management, all adjustments (consisting of normal recurring
adjustments) necessary to present fairly the consolidated
financial position, results of operations and cash flows for the
periods presented. For further information, refer to the
consolidated financial statements and footnotes thereto included
in Thermwood Corporation's annual report on Form 10-KSB for the
year ended July 31, 1999.
Operating results for the interim periods are not
necessarily indicative of the results that may be expected for
the year ended July 31, 2000.
Certain amounts presented in prior years' financial
statements have been reclassified to conform to the current year
presentation.
Note B - Inventories
________________
Inventories are priced at the lower of cost (first-in, first-out
method) or market.
<TABLE>
April 30 July 31
2000 1999
Components of inventories: ---------- ----------
<S> <C> <C>
Finished goods $ 392,003 $ 937,662
Work in process 1,263,312 1,112,684
Raw materials 4,180,787 3,216,419
---------- ----------
Total $5,836,102 $5,266,765
========== ==========
</TABLE>
Note C - Earnings per Share
________________________
Earnings per share for the three-month and nine-month
periods ended April 30, 2000 and 1999 were determined as follows:
<TABLE>
Three Months Ended April 30
2000 1999
Basic Diluted Basic Diluted
-------- -------- -------- ----------
Earnings:
<S> <C> <C> <C> <C>
Net earnings $73,553 $73,553 $164,268 $164,268
Add interest expense on
convertible bonds payable 0 3,300 0 0
Add amortization of bond
discount and issuance costs 0 619 0 0
Income tax effects of earnings
adjustments 0 (1,568) 0 0
-------- --------- -------- ---------
Total earnings $73,553 $75,905 $164,268 $164,268
======== ========= ======== =========
Weighted average shares
outstanding 985,045 985,045 1,291,355 1,313,354
Incremental shares from assumed:
Exercise of dilutive stock options 0 1,254 0 10,728
Conversion of bonds to common stock 0 22,000 0 0
-------- -------- --------- ---------
Total weighted average shares 985,045 1,008,299 1,291,355 1,324,082
======== ========= ========= =========
Earnings per share $0.08 $0.08 $0.13 $0.12
</TABLE>
<TABLE>
Nine Months Ended April 30
2000 1999
------------------------------------------
Basic Diluted Basic Diluted
------------------ --------------------
Earnings:
<S> <C> <C> <C> <C>
Net earnings $553,390 $553,390 $417,944 $417,944
Add interest expense on
convertible bonds payable 0 9,900 0 0
Add amortization of bond
discount and issuance costs 0 1,238 0 0
Income tax effects of earnings
adjustments 0 (4,455) 0 0
--------- --------- -------- ---------
Total earnings $553,390 $560,073 $417,944 $417,944
========= ========= ======== =========
Weighted average shares
outstanding 985,045 985,045 1,392,346 1,392,346
Incremental shares from assumed:
Exercise of dilutive stock options 0 1,254 0 10,728
Conversion of bonds to common stock 0 22,000 0 0
--------- --------- --------- ---------
Total weighted average shares 985,045 1008,299 1,392,346 1,403,074
========= ========= ========= =========
Earnings per share $0.56 $0.56 $0.30 $0.30
</TABLE>
For the three month and nine month periods ended April 30,
1999, the convertible bonds were anti-dilutive and were not
included in the determination of earnings per share.
Item 2 Management's Discussion and Analysis
Forward-Looking Statements
This Quarterly Report on Form 10-QSB contains certain
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995, including, without
limitation, statements containing the words "believes,"
"anticipates," "expects," and words of similar import. Such
forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual
results, financial condition, performance or achievements of the
Company and its subsidiaries to be materially different from any
future results, performance or achievements expressed or implied
by such forward-looking statements. Certain of these factors are
discussed in more detail elsewhere herein and in the Company's
Annual Report on form 10-K, including, without limitation, the
sections: "Description of Business" and "Management's Discussion
and Analysis of Financial Condition and Results of Operations."
Given these uncertainties, readers are cautioned not to place
undue reliance on such forward-looking statements. The Company
disclaims any obligation to update any such forward-looking
statements to reflect future events or developments.
Results of Operations
Quarter ended April 30, 2000 compared to quarter April 30, 1999
Sales
Net sales for the quarter ended April 30, 2000 were
$6,856,732, an increase of approximately $1,574,000 compared to
third quarter net sales in fiscal 1999.. The increase for the
quarter was due to increased shipments. Gross profit for the
quarter ended April 30, 2000 was $2,349,452, an increase of 16.5%
from the quarter ended April 30, 1999. During the quarter ended
April 30, 2000, cost of sales as a percentage of net sales was
65.7%, compared to 62.9% for the quarter ended April 30, 1999.
The higher cost of sales percentage in the quarter ended April
30, 2000 was due to increased sales of machine models with lower
profit margins.
Research and Development, Marketing, Administrative and General
Expenses
Research and development, marketing, administrative and
general expenses were $1,948,580 during the quarter ended April
30, 2000 compared with $1,671,070 for the quarter ended April 30,
1999. Research and development, marketing, general and
administrative expenses were 28.4% of net sales for the quarter
ended April 30, 2000 compared to 31.6% for the quarter ended
April 30, 1999. .The primary reason for the $278,000 increase
for the quarter ended April 30, 2000 compared to April 30, 1999
was increased depreciation expense on machines manufactured for
use in our educational programs.
Nine months ended April 30, 2000 compared to nine months ended
April 30, 1999
Sales
Net sales for the first nine months of the current fiscal
year were $19,309,720, an increase of approximately $3,364,000,
or approximately 21% from the same period last year. Backlog
decreased slightly from approximately $3,587,000 at January 31,
2000 to $3,509,577 at April 30, 2000 and decreased approximately
$1,549,000 from $5,059,000 at July 31, 1999. Cost of sales as a
percentage of net sales for the nine months ended April 30, 2000
was approximately 61.8% compared to 60.6% for the nine months
ended April 30, 1999. No significant changes in materials or
manufacturing costs have occurred.
Research and Development, Marketing, Administrative and General
Expenses
Research and development, marketing, administrative and
general expenses for the nine months ended April 30, 2000
increased approximately $395,000, or approximately 7.4% from the
nine months ended April 30, 1999. Research and development,
marketing, administrative and general expenses were approximately
29.6% of net sales for the nine months ended April 30, 2000
compared to approximately 33.3% for the nine-month period ended
April 30, 1999.
Expenses related to European operations were $476,000 for the
nine months ended April 30, 2000 compared to $668,000 for the
nine months ended April 30, 1999. This $192,000 decrease was due
to an effort to decrease expenses in Europe. A reduction in
personnel in the Durham, England office and the Vienna office as
well as a reduction in advertising expenses contributed to the
lower expenses.
Marketing expenses were $2,788,000, for the nine months ended
April 30, 2000 compared to $2,678,000 for the nine months ended
April 30, 1999. This $110,000 increase was due primarily to
salary and bonus increases.
General and Administrative Expenses. General and Administrative
expenses were $1,805,000 in the nine months ended April 30, 2000
compared to $1,522,000 for the nine months ended April 30, 1999.
This $283,000 increase was due primarily to increased
depreciation related to machines in our educational programs.
Interest Expense
Interest expense in the quarter ended April 30, 2000 was
$229,358, an increase of approximately $153,000 from the quarter
ended April 30, 1999. Interest expense for the nine months ended
April 30, 2000 was $683,181 compared with $205,102 for the nine
months ended April 30, 1999. This increase was due to interest
and discount amortization on the 12% debentures due 2014 issued
in April 1999. See also "Liquidity and Capital Resources".
Operating Income
Earnings from operations before income taxes for the quarter
ended April 30, 2000 were $164,499 compared to $237,211 for the
quarter ended April 30, 1999, a decrease of approximately 30.7%.
Earnings from operations were $967,245 for the nine months ended
April 30, 2000 compared to $799,333 for the nine months ended
April 30, 1999, an increase of approximately 21.0%. Federal
income taxes were accrued in the amount of $90,946 and $374,715
for the quarter ended and the nine months ended April 30, 2000,
respectively. Accrued taxes and extraordinary loss on the
repurchase of bonds in fiscal 2000 lowered earnings to a net of
$73,553 and $164,268 for the quarters ended April 30, 2000 and
1999, respectively and $553,390 compared to $417,944 for the nine
months ended April 30, 2000 and 1999, respectively.
Liquidity and Capital Resources
At April 30, 2000, our working capital was $3,661,290 as
compared to $3,668,157 at January 31, 2000 and $3,061,769 at July
31, 1999. The increase in working capital from July 31, 1999 was
due to increases in accounts receivable resulting from
significant shipments in March and April 2000.
Inventories also increased approximately $569,000 as
compared to July 31, 1999. Inventory of certain purchased parts
was increased in the latter part of calendar year 1999 in
anticipation of Year 2000 related problems. There have been no
Year 2000 related problems since January 1, and inventories have
decreased approximately $500,000 since that time. Accounts
receivable increased approximately $1,350,000 from July 31, 1999
primarily because of higher shipments during March and April of
fiscal 2000.
During the first nine months of Fiscal Year 2000, the
Company had a positive cash flow from operations of $458,859.
Net earnings of $553,390 plus depreciation and amortization of
$553,708 and a $766,000 increase in customer deposits contributed
to the positive cash flow for the nine months ended April 30,
2000. Cash used by operating activities during this nine months
was approximately $1,350,000 for increased accounts receivable
and $569,000 for increased inventories
Expenditures for fixed assets during the third quarter of
fiscal 2000 consisted of normal replacements and purchases of
labor saving equipment for production. We anticipate that
expenditures for the remainder of the 2000 fiscal year will be
consistent with expenditures during the first nine months of
fiscal 2000.
Shareholders' equity increased from $3,796,454 at July 31,
1999 to $4,374,762 at April 30, 2000. The increase was due to
net income for the nine months and foreign currency translation
gains.
We have entered into a new credit line with Old National
Bank in the amount of $5,000,000. This line replaces a
$3,500,000 facility that expired on January 1, 2000. The
outstanding balance on this credit line bears interest at a
variable rate equal to the money market prime index. Interest is
payable monthly. Principal and all unpaid and accrued interest
is due and payable on January 1, 2001. We anticipate, but cannot
assure, that, at the end of the term, we will enter into a new
credit line with the bank and transfer any outstanding loan
balance to the new credit line. The credit line is secured by
our assets. In the event of a default, as defined in the credit
line, the bank has the right to accelerate payments under the
credit line and take possession and sell the collateral.
As of April 30, 2000, our outstanding principal balance
under the credit line was approximately $2,300,000.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS:
None.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS:
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES:
a. None.
b. Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS:
None.
ITEM 5. OTHER INFORMATION:
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K:
a. Exhibits. None.
b. Reports on Form 8-K. None.
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.
THERMWOOD CORPORATION
______________________________
(Registrant)
Date_June 1, 2000_By_/s/ Kenneth J.Susnjara________________________
President (Principal Executive Officer)
Date_June 1, 2000 --By_/s/ Rebecca F.Fuller__________________________
Treasurer (Principal Financial Officer)
