SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A2
[X] Quarterly Report Pursuant to Section 13 or 15 (d) of the Securities
Exchange Act of 1934
For the Quarterly period ended May 1, 1998
OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Act of 1934
For the transition period from to
Commission file number 1-6711
OEA, INC.
- ------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 36-2362379
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
P. O. Box 100488, Denver, Colorado 80250
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (303) 693-1248
(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 Section 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
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
20,594,757 Shares of Common Stock at June 10, 1998.
<PAGE>
Explanatory Note
This Form 10-Q/A2 is being filed solely to correct line item descriptions in the
Consolidated Condensed Statement of Cash Flows filed as part of Company's Form
10-Q/A on October 29, 1998.
<PAGE>
INDEX
Page No.
PART I - FINANCIAL INFORMATION
ITEM 1. Financial Statements
Consolidated Condensed Balance Sheets
May 1, 1998 (unaudited)
and July 31, 1997............................... 3
Consolidated Condensed Statements
of Earnings (unaudited)
Three Months and Nine Months
Ended May 1, 1998 and
April 30, 1997.................................. 4
Consolidated Condensed Statements
of Cash Flows (unaudited) Nine Months
Ended May 1, 1998 and
April 30, 1997.................................. 5
Notes to Consolidated Condensed Financial
Statements (unaudited) ......................... 6
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<TABLE>
OEA, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(in thousands)
ASSETS
May July
1, 31,
1998 1997
------- -------
Current Assets: (Unaudited)
<S> <C> <C>
Cash and Cash Equivalents $ 3,282 $ 4,138
Accounts Receivable, Net 45,764 45,099
Unbilled Costs and Accrued Earnings 4,189 4,062
Income Taxes Receivable 12,098 2,568
Inventories
Raw Material and Component Parts 24,424 39,786
Work-in-Process 23,201 21,107
Finished Goods 17,490 9,513
------- -------
65,115 70,406
Prepaid Expenses and Other 1,587 1,046
------- -------
Total Current Assets 132,035 127,319
------- -------
Property, Plant and Equipment 265,345 238,545
Less: Accumulated Depreciation 63,463 54,651
------- -------
Property, Plant and Equipment, 201,882 183,894
Net
Cash Value of Life Insurance 20 317
Long-Term Receivable 3,000 3,000
Investment in Foreign Joint Venture 2,323 2,323
Deferred Charges --- 13,527
Other Assets 1,210 1,176
------- -------
Total Assets $ 340,470 $ 331,556
======= =======
LIABILITIES AND STOCKHOLDERS EQUITY
Current Liabilities:
Accounts Payable $ 25,341 $ 27,043
Interest Payable 24 1,431
Accrued Expenses 5,896 6,251
Federal and State Income Taxes 1,306 1,306
------- -------
Total Current Liabilities 32,567 36,031
Long-term Bank Borrowings 135,000 93,200
Deferred Income Taxes 9,388 14,562
Other 978 985
------- -------
Total Liabilities 177,933 144,778
------- -------
Stockholders' Equity:
Common Stock - $.10 par value, Authorized 50,000,000 shares:
Issued - 22,019,700 shares 2,202 2,202
Additional Paid-In Capital 13,201 12,956
Retained Earnings 151,801 176,547
Less: Cost of Treasury Shares, (2,142) (2,164)
1,424,943 and 1,467,531
Equity Adjustment from Translation (2,525) (2,763)
------- -------
Total Stockholders' Equity 162,537 186,778
------- -------
Total Liabilities and $ 340,470 $ 331,556
Stockholders' Equity ======= =======
</TABLE>
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<TABLE>
OEA, INC.
CONSOLIDATED CONDENSED STATEMENTS OF
EARNINGS (Unaudited)
(in thousands, except share data)
Three Months Ended Nine Months Ended
May 1, April May 1, April
30, 30,
1998 1997 1998 1997
-------- ------- -------- -------
<S> <C> <C> <C> <C>
Net Sales $ 63,592 $ 54,397 $ 180,341 $ 151,223
Cost of Sales 76,500 39,890 174,976 107,744
-------- ------- -------- -------
Gross Profit (Loss) (12,908) 14,507 5,365 43,479
General and Administrative Expenses 4,236 1,740 8,239 5,264
Research and Development Expenses 274 109 951 1,376
-------- ------- -------- -------
Operating Profit (Loss) (17,418) 12,658 (3,825) 36,839
Other Income (Expense):
Interest Income 73 62 273 170
Interest Expense (1,749) (94) (4,125) (110)
Other, Net (4,107) 3,453 (4,243) 3,514
-------- ------- -------- -------
(5,783) 3,421 (8,095) 3,574
-------- ------- -------- -------
Earnings (Loss) Before Income (23,201) 16,079 (11,920) 40,413
Taxes
Federal and State Income Tax Expense (8,276) 5,985 (4,005) 15,409
(Benefit)
-------- ------- -------- -------
Net Earnings (Loss) Before
Cumulative Effect of a
Change in Accounting Principle $ (14,925)$ 10,094 $ (7,915) $ 25,004
Cumulative Effect of a Change in --- --- (10,040) ---
Accounting Principle
-------- ------- -------- -------
Net Earnings (Loss) $ (14,925)$ 10,094 $ (17,955)$ 25,004
======== ======= ======= ========
Earnings (Loss) per Share Before
Cumulative Effect of a
Change in Accounting Principle:
Earnings (Loss) per Share - $ (0.72) $ 0.49 $ (0.38) $ 1.22
Basic
Earnings (Loss) per Share - $ (0.72) $ 0.49 $ (0.38) $ 1.21
Diluted
Cumulative Effect of a Change in
Accounting Principle:
Earnings (Loss) per Share - --- --- (0.49) ---
Basic
Earnings (Loss) per Share - --- --- (0.49) ---
Diluted
-------- ------- -------- -------
Net Earnings (Loss) per Share:
Earnings (Loss) per Share - $ (0.72) $ 0.49 $ (0.87) $ 1.22
Basic
Earnings (Loss) per Share - $ (0.72) $ 0.49 $ (0.87) $ 1.21
Diluted ======== ======= ======= ========
<S> <C> <C> <C> <C>
Weighted Average Number of Shares 20,593,570 20,545,595 20,575,583 20,536,284
Outstanding - Basic ========= ========== ========= =========
Weighted Average Number of Shares 20,602,500 20,632,767 20,588,775 20,605,378
Outstanding - Diluted ========= ========== ========= =========
</TABLE>
<PAGE>
<TABLE>
OEA, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH
FLOWS (Unaudited)
(in thousands)
Nine Months Ended
May 1, April
30,
1998 1997
------- -------
Operating Activities:
<S> <C> <C>
Net Earnings $ (17,955) $ 25,004
Adjustments to reconcile net earnings to net
cash provided by operating activities:
Undistributed earnings of foreign joint --- (301)
venture
Cumulative effect of a change in accounting 10,040 ---
principal
Gain on Sale of Foreign Joint Venture --- (3,243)
Depreciation and amortization 17,046 11,246
Increase in deferred compensation payable --- 92
Loss on disposal of property, plant and 4,709 ---
equipment
Changes in operating assets and liabilities:
Accounts receivable (469) (7,018)
Unbilled costs and accrued earnings (127) (53)
Inventories 5,342 (16,884)
Prepaid expenses and other (537) 791
Accounts payable and accrued expenses (3,661) (652)
Income taxes payable (8,749) 1,913
------- -------
Net cash provided by/(used in) 5,639 10,895
operating activities
Investing activities:
Capital expenditures --- 4,624
Proceeds from sale of property, plant, and (41,660) (58,856)
equipment
Increase in deferred charges 283 ---
Increase in other assets, net --- (7,428)
190 (6)
======= =======
Net cash used in investing (41,187) (61,666)
activities
Financing activities:
Purchases of common stock for treasury (43) (117)
Proceeds from issuance of treasury stock 310 488
Payment of Dividends (6,791) (6,162)
Increase in borrowings, net 41,800 61,000
------- -------
Net cash provided by financing 35,276 55,209
activities
Effect of exchange rate changes (584) (574)
on cash
------- -------
Net increase/(decrease) in cash (856) 3,864
and cash equivalents
Cash and cash equivalents at beginning of 4,138 2,560
period
------- -------
Cash and cash equivalents at end of period $ 3,282 $ 6,424
======= =======
</TABLE>
<PAGE>
Notes to Consolidated Condensed Financial Statements (Unaudited)
Note 1 - Basis of Presentation
The unaudited financial statements furnished above have been restated to reflect
the early adoption of the AICPA's Statement of Position 98-5 "Reporting on the
Costs of Start-up Activities" (see Note 3 below). Additionally, the unaudited
financial statements reflect all other adjustments (consisting primarily of
normal recurring accruals) which are, in the opinion of OEA's management,
necessary for a fair statement of the results for the three-month and nine-month
periods ended May 1, 1998 and April 30, 1997. Certain amounts in the 1997
financial statements have been reclassified to conform with the 1998
presentation. These reclassifications had no impact on the reported results of
operations.
Refer to the Company's annual financial statements for the year ended July 31,
1997, for a description of the accounting policies, which have been continued
without change, except for the Company's policy with respect to deferred
start-up costs, as discussed at Note 3 below. Also, refer to the footnotes with
those financial statements for additional details of the Company's financial
condition, results of operations, and changes in financial position. The details
in those notes have not changed, except as a result of normal transactions in
the interim.
Note 2 - Earnings per Share
In February 1997, the FASB issued Statement No. 128, Earnings per Share. The
statement simplifies the standards for computing earnings per share ("EPS"),
and requires the presentation of both basic and diluted EPS on the face of
the statement of earnings with supplementary disclosures. Statement No. 128
became effective for financial statements issued for periods ending after
December 15, 1997, including interim periods. The Company has adopted
Statement No. 128 for all periods presented.
Earnings per share of common stock is computed on the basis of the weighted
average number of shares outstanding during the year. The dilutive effects on
reported basic earnings per share from the assumed exercise of stock options
outstanding were 8,930 shares and 13,192 shares, respectively, for the three
months and nine months ended May 1, 1998. The dilutive effects on reported basic
earnings per share were 87,172 shares and 69,094 shares, respectively, for the
prior-year periods.
Note 3 - Start-up Costs
In April 1998, the American
Institute of Certified Public Accountants (AICPA) issued Statement of Position
98-5, "Reporting on the Costs of Start-up Activities." This Statement requires
entities to expense costs of start-up activities as they are incurred and to
report the initial adoption as a cumulative effect of a change in accounting
principle as described in Accounting Principles Board Opinion No. 20,
"Accounting Changes." Statement of Position No. 98-5 is effective for fiscal
years beginning after December 15, 1998. However, in July 1998 the Company
elected to adopt Statement of Position 98-5 retroactively to the first quarter
of fiscal 1998. This election required the restatement of fiscal 1998 quarterly
financial statements to reflect a $10 million cumulative effect of a change in
accounting principle in the first quarter and to expense start-up costs
previously capitalized during the year.
Note 4 - Recently Issued Pronouncements
In June 1997, the FASB issued Statement No. 130, Reporting
Comprehensive Income. The Statement establishes standards for reporting and
display of comprehensive income and its components in a full set of
general-purpose financial statements. Statement No. 130 will be effective for
fiscal years beginning after December 15, 1997. The Company will adopt Statement
No. 130 during the first quarter of fiscal year 1999, and does not expect the
impact to be material.
In June 1997, the FASB issued Statement No. 131, Disclosures about Segments of
an Enterprise and Related Information. The Statement requires public business
enterprises to report certain information about operating segments in complete
sets of financial statements of the enterprise and in condensed financial
statements of interim periods issued to shareholders. It also requires that
public business enterprises report certain information about their products and
services, the geographic areas in which they operate, and their major customers.
Statement No. 131 will be effective for fiscal years beginning after December
15, 1997. The Company will adopt Statement No. 131 in its fiscal year 1999.
Note 5 - Bank Borrowings
On April 10, 1998, the Company entered into a $180 million Amended and Restated
Revolving Credit Agreement with a group of seven banks. This agreement was
amended on June 11, 1998. The Company's principal bank is acting as agent for
this agreement. At May 1, 1998, the Company had $135 million of long term debt
drawn down on this credit facility. All outstanding debt at May 1, 1998 is
classified as long-term since no portion is either due or expected to be
permanently repaid within the next twelve-month period. Please refer to
Management's Discussion and Analysis Liquidity and Capital Resources for further
information regarding this credit facility.
<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.
OEA, INC.
(Registrant)
October 29, 1998 /S/ J Thompson McConathy
Date J. Thompson McConathy
Vice President Finance
(Principal Financial and Accounting Officer)
October 29, 1998 /s/ Charles B Kafadar
Date Charles B. Kafadar
Chief Executive Officer
(Principal Executive Officer)
