UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
Commission File Number: 0-13763
TECHNOLOGY RESEARCH CORPORATION
(Exact name of registrant as specified in its charter)
Florida 59-2095002
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No,)
5250 140th Avenue North, Clearwater, Florida 33760
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (727) 535-0572
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 a 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.
Class Outstanding at July 31, 2000
Common stock, $.51 par value 5,434,262
TABLE OF CONTENTS
Part I - Financial Information Page
Condensed Consolidated Balance Sheets
- June 30, 2000 and March 31, 2000.................................. 1
Condensed Consolidated Statements of Operations
- Three months ended June 30, 2000 and June 30, 1999................ 2
Condensed Consolidated Statements of Cash Flows
- Three months ended June 30, 2000 and June 30, 1999................ 3
Notes to Condensed Consolidated Financial Statements..................... 4
Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations............................. 5
Item 3 - Quantitative and Qualitative Disclosure Regarding Market Risk... 7
Part II - Other Information
Item 1 - Legal Proceedings............................................... 7
Item 2 - Changes in Securities........................................... 7
Item 3 - Defaults Upon Senior Securities................................. 7
Item 4 - Submission of Matters to a Vote of Shareholders................. 7
Item 5 - Other Information............................................... 7
Item 6 - Exhibits and Reports on Form 8-K................................ 7
Signatures............................................................... 8
<TABLE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
TECHNOLOGY RESEARCH CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
<CAPTION>
June 30 March 31
2000 2000
----------- ---------
ASSETS (unaudited) *
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 1,822,427 2,696,010
Accounts receivable, net 3,165,621 3,105,541
Income tax receivable 30,723 76,600
Inventories:
Raw material 3,615,143 3,927,770
Work in process 500,662 351,964
Finished goods 1,128,163 928,855
---------- ----------
Total inventories 5,243,968 5,208,589
Prepaid expenses 266,165 70,118
Deferred income taxes 484,222 477,100
---------- ----------
Total current assets 11,013,126 11,633,958
---------- ----------
Property, plant, and equipment 9,419,224 9,190,133
Less accumulated depreciation 5,027,273 4,911,305
---------- ----------
Net property, plant, and equipment 4,391,951 4,278,828
---------- ----------
Other assets 54,264 77,839
---------- ----------
$ 15,459,341 15,990,625
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable 1,262,122 805,342
Accrued expenses 299,557 349,962
Dividends payable 70,131 69,902
Deferred income 141,176 141,176
---------- ----------
Total current liabilities 1,772,986 1,366,382
Long-term debt, excluding current installments 1,500,000 2,500,000
Deferred income 41,176 73,530
Deferred income taxes 47,657 60,655
---------- ----------
Total liabilities 3,361,819 4,000,567
---------- ----------
Stockholders' equity:
Common stock 2,782,439 2,782,435
Additional paid-in capital 7,528,469 7,528,473
Retained earnings 1,826,759 1,679,150
---------- ----------
12,137,667 11,990,058
Treasury stock (40,145) -
---------- ----------
Total stockholders' equity 12,097,522 11,990,058
---------- ----------
$ 15,459,341 15,990,625
========== ==========
<FN>
<F1>
* The balance sheet as of March 31, 2000 has been summarized
from the Company's audited balance sheet as of that date.
<F2>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>
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<TABLE>
TECHNOLOGY RESEARCH CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
<CAPTION>
Three Months Ended
June 30
2000 1999
---------- ----------
Operating revenues:
<S> <C> <C>
Net sales $ 4,743,167 3,914,286
Royalties 53,353 20,232
---------- ----------
4,796,520 3,934,518
---------- ----------
Operating expenses:
Cost of sales 3,317,127 2,583,025
Selling, general, and administrative 889,756 804,597
Research, development and engineering 292,323 259,606
---------- ----------
4,499,206 3,647,228
---------- ----------
Operating income 297,314 287,290
---------- ----------
Other income (deductions):
Interest and sundry income 25,022 18,221
Interest expense (40,010) (43,897)
Gain on foreign exchange 596 1,211
---------- ----------
(14,392) (24,465)
---------- ----------
Income before income taxes 282,922 262,825
Income taxes 80,756 59,000
---------- ----------
Net income $ 202,166 203,825
========== ==========
Basic earnings per share $ 0.04 0.04
========== ==========
Weighted average number of common
shares outstanding 5,446,636 5,455,756
========== ==========
Diluted earnings per share $ 0.04 0.04
========== ==========
Weighted average number of common
and equivalent shares outstanding 5,503,603 5,461,762
========== ==========
Dividends paid $ .01 -
========== ==========
<FN>
See accompanying notes to condensed consolidated financial statements.
</TABLE>
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<TABLE>
TECHNOLOGY RESEARCH CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
<CAPTION>
Three Months Ended
June 30
2000 1999
---------- ----------
Cash flows from operating activities:
<S> <C> <C>
Net income $ 202,166 203,825
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 115,968 187,977
Increase in accounts receivable (60,080) (11,072)
Increase in inventories (35,379) (221,410)
Decrease in income taxes receivable 45,877 51,652
Decrease (increase) in prepaid expenses (196,047) 23,222
Increase in deferred income taxes (20,120) -
Decrease in other assets 23,575 9,953
Increase in accounts payable 456,780 7,476
Increase (decrease) in accrued expenses (50,405) 29,230
Decrease in deferred income (32,354) -
---------- ----------
Net cash provided by operating activities 449,981 280,853
---------- ----------
Cash flows from investing activities:
Capital expenditures (229,091) (178,586)
---------- ----------
Net cash used by investing activities (229,091) (178,586)
---------- ----------
Cash flows from financing activities:
Principal payments on long-term debt (1,000,000) (18,750)
Dividends paid (54,328) -
Purchase of treasury stock (40,145) -
---------- ----------
Net cash used by financing activities (1,094,473) (18,750)
---------- ----------
Increase (decrease) in cash and cash equivalents (873,583) 83,517
Cash and cash equivalents at beginning of period 2,696,010 1,653,952
---------- ----------
Cash and cash equivalents at end of period $ 1,822,427 1,737,469
========== ==========
<FN>
See accompanying notes to condensed consolidated financial statements.
</TABLE>
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TECHNOLOGY RESEARCH CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
1. The financial information included herein is unaudited; however, such
information reflects all adjustments (consisting solely of normal recurring
adjustments) which are, in the opinion of management, necessary for the
fair statement of results for the interim period.
The results of operations for the three-month period ended June 30, 2000,
are not necessarily indicative of the results to be expected for the full
year.
2. Basic earnings per share has been computed by dividing net income by the
weighted average number of common shares outstanding.
Diluted earnings per share has been computed by dividing net income by
the weighted average number of common and equivalent shares outstanding.
Common share equivalents included in the computation represent shares
issuable upon exercise of stock options which would have a dilutive effect
in periods where there are earnings.
3. In December 1999, the SEC issued Staff Accounting Bulletin No. 101,
"Revenue Recognition in Financial Statements" (SAB 101). The bulletin
draws on existing accounting rules and provides specific guidance on how
those accounting rules should be applied. SAB 101 was to be effective for
the Company's quarter ended March 31, 2000. However, in March 2000, the
SEC issued SAB 101A which delays the effective date to the Company's
quarter ended June 30, 2000. Recently, the SEC indicated it would be
providing further written guidance with respect to the adoption of
specific issues addressed by SAB 101. Based on what is currently known by
the Company, management does not believe that adoption of SAB 101 will
have a material impact on its financial position or results of operations.
- 4 -
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULT OF OPERATIONS
The following is management's discussion and analysis of certain significant
factors which have affected the Company's financial position and operating
results during the periods included in the accompanying condensed consolidated
financial statements.
Current Three Months Ended June 30, 2000 versus Three Months Ended
June 30, 1999
The Company's operating revenues (net sales and royalties) for the first
quarter ended June 30, 2000 were $4,796,520, compared to $3,934,518 reported in
the same quarter last year, an increase of approximately 22%. Net income for
the current quarter was $202,166, compared to $203,825, for the same quarter
last year. Basic and diluted earnings for the current period were $.04 per
share compared to $.04 per share for the same quarter last year.
The increase in revenues for the Company's first quarter ended June 30, 2000,
compared to the prior year's quarter, was due to both commercial and military
sales improving by $518,217 and $310,664, respectively. Royalty income was also
up by $33,121. Although sales increased significantly, net income remained
approximately the same due to higher operating expenses and lower adjusted
gross profit margins for the current quarter.
The increase in commercial sales over the first quarter of the prior year was
primarily due to the level of OEM business, led by sales to the high pressure
sprayer/washer market. The Company's distribution and consumer/retail business
also showed growth, but sales to Xerox Corporation were down approximately 16%.
The Company expects total commercial sales to show growth throughout the
remainder of the fiscal year. The increase in military sales was primarily due
to the Company being in full production of the control devices related to the
5/10/15KW Tactical Quiet Generator (TQG) System programs. Direct military
shipments of spare parts were also strong in the first quarter. The Company
expects military sales to strengthen throughout the fiscal year as shipments
are made under the new 3KW TQG Program. Shipments under this program commenced
in July 2000 and will ramp up to full production by October 2000.
The Company's gross profit margin on net sales was 30% for the current quarter
and 34% for the same quarter last year. Higher freight costs, inventory scrap
and other manufacturing inefficiencies, which were primarily attributed to two
new product lines, accounted for the lower margins.
Selling, general and administrative expenses for the current quarter were
$889,756, compared to $804,597 in the same quarter last year, an increase of
approximately 11%, reflecting higher professional fees, health insurance,
advertising, travel and salary related expenses. Selling expenses were
$521,392 for the current quarter, compared to $455,374 the same quarter last
year, an increase of approximately 14%, and General and administrative expenses
were $368,364, compared to $349,223 in the same quarter last year, an increase
of approximately 5%.
Research, development and engineering expenses for the current quarter were
$292,323, compared to $259,606 for the same quarter last year, an increase of
approximately 13%, reflecting higher Underwriters Laboratory fees and salary
related expenses.
- 5 -
Interest expense, net of interest and sundry income was $14,392 for the
current quarter, compared to $24,465 for the same quarter last year, reflecting
less interest on a lower line of credit balance in the current quarter
compared to the prior year.
In accordance with FSAS 109, "Accounting for Income Taxes", the Company does
not record deferred income taxes on the foreign undistributed earnings of an
investment in a foreign subsidiary that is essentially permanent in duration.
Accordingly, the Company's Honduras subsidiary was profitable which caused a
decrease in the effective tax rate of the Company. If circumstances change,
and it becomes apparent that some or all of the undistributed earnings of the
subsidiary will be remitted in the foreseeable future, but U.S. income taxes
have not been recognized by the Company, the Company will record as an expense
of the current period the U.S. income taxes attributed to that remittance.
The Company recently hired Nelson M. Fernandez to replace Hamze M. Moussa as
President and General Manager of the Company's Honduras manufacturing facility
in San Pedro Sula, Honduras. Mr. Moussa was in Honduras on a temporary
assignment for the past year, and he will now return to the Company's
Clearwater operation. Mr. Fernandez has a BSIE Degree from the Universidad de
Mexico, Guadalajara, Mexico and is a seasoned professional with extensive
experience managing small to medium size organizations, both domestically and
offshore. In addition to his manufacturing expertise, he has specialized
skills and training in quality systems, including ISO 9000 and Ford's QOS
system.
Liquidity and Capital Resources
As of June 30, 2000, the Company's cash and cash equivalents decreased to
$1,822,427 from the March 31, 2000 total of $2,696,010. The decrease in cash
was due to the Company paying down its line of credit $1,000,000 in the current
quarter.
On December 14, 1999, the Company closed on a $3,000,000 revolving credit loan
with a new institutional lender. The term of the loan is for two years, and at
the end of each year, the Company has the option to extend the maturity date
another year. Similar to the previous line of credit, the Company has the
option of borrowing at the lender's prime rate of interest minus 25 basis
points or the 30-day London Interbank Offering Rate (L.I.B.O.R.) plus 200 basis
points. The Company's debt from advances on its new line of credit was
$1,500,000 as of June 30, 2000.
The Company's working capital decreased by $1,027,436 to $9,240,140 at June
31, 2000, compared to $10,267,576 at March 31, 2000. The decrease was
primarily due to the Company reducing its line of credit, as noted above.
The Company believes cash flow from operations, the available bank line and
current cash position will be sufficient to meet its working capital
requirements for the immediate future.
On August 30, 1999, the Company re-instituted its quarterly dividend policy at
1 cent per share with a annual cash dividend rate of 4 cents per share. The
record date for the Company's first quarter dividend was June 30, 2000, and the
Company paid that dividend on July 21, 2000.
- 6 -
On December 9, 1999, the Company's Board of Directors, at its regularly
scheduled board meeting, voted to authorize the Company to buy back up to
500,000 shares of common stock from time to time at its discretion. In the
first quarter ended June 30, 2000, the Company purchased 21,500 shares of
common stock ranging in price from $1.81 and $2.00 per share. The Company now
has 478,500 remaining shares that it may purchase.
Item 3. Quantitative and Qualitative Disclosure Regarding Market Risk
The Company has no derivative securities as of June 30, 2000. The Company is
exposed to changes in interest rates as a result of its bank credit agreement,
which is based on the London Interbank Offered Rate. A 10% increase in interest
rates related to the Company's bank credit facility would not have a material
effect on the Company's earnings over the next fiscal year or the bank credit
agreement's fair value.
Forward Looking Statement
Some of the statements in this report constitute forward-looking statements,
within the meaning of the Private Securities Litigation Reform Act of 1995 and
the Securities Exchange Act of 1934. These statements related to future
events, other future financial performance or business strategies, and may be
identified by terminology such as "may," "will," "should," "expects,"
"scheduled," "plans," "intends", "anticipates," "believes," "estimates,"
"potential," or "continue" or the negative of such terms or other comparable
terminology. These statements are only predictions. Actual events or results
may differ materially. In evaluating these statements, you should specifically
consider the factors described throughout this report. We cannot be assured
that future results, levels of activity, performance or goals will be achieved.
Part II - Other Information
Item 1. Legal Proceedings
Not Applicable.
Item 2. Changes in Securities
Not Applicable.
Item 3. Defaults Upon Senior Securities
Not Applicable.
Item 4. Submission of Matters to a Vote of Security Holders
Not Applicable.
Item 5. Other Information
Not Applicable.
Item 6. Exhibits and Reports on Form 8-K
The Company filed no reports on Form 8-K during the quarter covered by this
Report.
- 7 -
___________________________________________
SIGNATURES
Pursuant to the requirements of the Security Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
TECHNOLOGY RESEARCH CORPORATION
(registrant)
August 11, 2000 Scott J. Loucks
___________________________ __________________________________
Date Scott J. Loucks
Chief Financial Officer,
(principal financial, accounting and
Duly Authorized Officer)
- 8 -
