<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment to Application or Report
Filed pursuant to Section 12, 13 or 15 (d) of
THE SECURITIES EXCHANGE ACT OF 1934
FEDDERS CORPORATION
(Exact name of registrant as specified in its charter)
AMENDMENT NO. 1
The undersigned registrant hereby amends Item 1 of its Quarterly
Report on Form 10-Q for the quarter ended February 28, 1995 filed
April 6, 1995 as set forth in pages attached.
Item 1. Financial Statements
Pursuant to the requirements of the Securities Exchange Act of
1934, registrant has duly caused this amendment to be signed on
its behalf by the undersigned, thereunto duly authorized.
FEDDERS CORPORATION
By /s/Robert L. Laurent, Jr.
Robert L. Laurent, Jr.
Executive Vice President,
Finance & Administration
Date: April 26, 1995
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FEDDERS CORPORATION
INDEX
<TABLE>
<CAPTION>
Page
Number
<S> <C>
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Statements of Operations 3
Consolidated Balance Sheets 4-5
Consolidated Statements of Cash Flows 6
Notes to Consolidated Financial Statements 7
</TABLE>
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PART I FINANCIAL INFORMATION
FEDDERS CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(amounts in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
SECOND QUARTER SIX MONTHS
ENDED FEBRUARY 28, ENDED FEBRUARY 28,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Net sales and other income $ 72,357 $ 36,959 $ 92,482 $ 47,486
Cost of sales 58,671 29,249 74,490 37,702
Selling, general and
administrative expense 6,325 5,409 11,928 10,607
-----------------------------------------
64,996 34,658 86,418 48,309
-----------------------------------------
Operating income (loss) 7,361 2,301 6,064 (823)
Net interest expense (667) (1,138) (810) (2,025)
-----------------------------------------
Income (loss) before
income taxes 6,694 1,163 5,254 (2,848)
Federal, state and foreign
income tax (benefit) 1,127 35 904 (85)
-----------------------------------------
Income (loss) before
cumulative effect of
an accounting change 5,567 1,128 4,350 (2,763)
Cumulative effect of an
accounting change - - - 1,780
-----------------------------------------
Net income (loss) $ 5,567 $ 1,128 $ 4,350 $ (983)
=========================================
Earnings per share:
Income (loss) before
cumulative effect of
an accounting change $ 0.17 $ 0.04 $ 0.13 $ (0.09)
Cumulative effect of an
accounting change - - - 0.06
-----------------------------------------
Net income (loss) per share $ 0.17 $ 0.04 $ 0.13 $ (0.03)
=========================================
</TABLE>
See accompanying notes
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FEDDERS CORPORATION
CONSOLIDATED BALANCE SHEETS
(dollar amounts in thousands, except share data)
(unaudited)
<TABLE>
<CAPTION>
February 28 August 31 February 28
1995 1994 1994
<S> <C> <C> <C>
ASSETS:
Current assets:
Cash $ 2,383 $ 34,869 $ 1,780
Accounts receivable (less
allowance of $898, at
February 28, 1995, $744
at August 31, 1994 and
$1,009 at February 28, 1994) 31,571 12,840 22,409
Inventories:
Finished goods 51,801 9,596 39,166
Work in process 3,535 1,242 1,698
Raw materials and supplies 18,045 7,210 8,754
----------------------------------
73,381 18,048 49,618
Prepaid expenses 888 674 776
----------------------------------
Total current assets 108,223 66,431 74,583
Property, plant and equipment
at cost:
Land and improvements 1,351 1,363 1,375
Buildings 12,313 12,005 11,917
Machinery and equipment 48,820 47,146 47,157
----------------------------------
62,484 60,514 60,449
Less accumulated
depreciation 33,730 33,142 28,270
----------------------------------
Net property, plant and
equipment 28,754 27,372 32,179
Other assets 6,914 6,850 8,009
----------------------------------
$143,891 $100,653 $114,771
==================================
</TABLE>
See accompanying notes
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FEDDERS CORPORATION
CONSOLIDATED BALANCE SHEETS
(dollar amounts in thousands, except share data)
(unaudited)
<TABLE>
<CAPTION>
February 28, August 31, February 28
1995 1994 1994
<S> <C> <C> <C>
LIABILITIES & STOCKHOLDERS' EQUITY:
Current liabilities:
Short-term borrowing $ 17,245 - $ 24,698
Current portion of long-term debt 599 $ 616 2,233
Accounts payable 25,293 5,315 21,440
Accrued expenses 22,536 22,127 12,749
-----------------------------------
Total current liabilities 65,673 28,058 61,120
Long-term debt 17,426 17,327 24,368
Deferred income taxes 1,175 1,175 -
Other long-term liabilities 4,928 4,776 3,049
Stockholders' equity:
Common Stock, $1 par value,
60,000,000 shares authorized,
19,642,509, 19,641,659 and
19,452,000 issued at February
28, 1995, August 31, 1994 and
February 28, 1994 respectively 19,643 19,642 19,452
Class A Stock, $1 par value,
30,000,000 shares authorized
10,634,929, 10,625,029 issued at
February 28, 1995 and September
9, 1994, respectively 10,635 10,625 -
Class B Stock, $1 par value,
7,500,000 shares authorized,
2,267,906 issued at February 28,
1995, 2,268,206 August 31, 1994 and
February 28, 1994, respectively 2,268 2,268 2,268
Additional paid-in capital 52,226 51,423 49,503
Retained earnings (deficit) (20,414) (24,764) (36,111)
Cumulative translation adjustment (148) (169) 88
Notes due on Common Stock purchases (555) (742) -
-----------------------------------
63,655 58,283 35,200
Less-treasury stock, at cost (8,966) (8,966) (8,966)
-----------------------------------
Total stockholders' equity 54,689 49,317 26,234
-----------------------------------
$143,891 $100,653 $114,771
===================================
</TABLE>
See accompanying notes
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FEDDERS CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(amounts in thousands)
(unaudited)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 28
1995 1994
<S> <C> <C>
Cash flows from operations:
Net income (loss) $ 4,350 $ (983)
Adjustments to reconcile net income
to net cash used in operating activities:
Depreciation and amortization 1,909 2,763
Effect of book/tax NOL utilization 778 -
Changes in operating assets and liabilities:
Accounts receivable (18,731) (13,508)
Inventories (55,333) (30,348)
Other current assets (214) 4,023
Other assets (116) (455)
Accounts payable 19,978 16,266
Accrued expenses 409 (4,435)
Other long-term liabilities 152 (6,059)
Other 21 218
--------------------
Net cash used in operations (46,797) (32,518)
--------------------
Cash flows from investing activities:
Additions to property, plant and equipment (3,152) (2,425)
Disposals of property, plant and equipment 200 12
--------------------
Net cash used in investing activities (2,952) (2,413)
--------------------
Cash flows from financing activities:
Increase in short-term borrowings 17,245 24,698
Repayments of long-term debt (205) 690
Proceeds from stock options exercised 223 2,770
--------------------
Net cash provided by financing activities 17,263 28,158
--------------------
Net decrease in cash and cash equivalents (32,486) (6,773)
Cash and cash equivalents at
beginning of period 34,869 8,553
--------------------
Cash and cash equivalents at end of period $ 2,383 $ 1,780
====================
Supplemental disclosure:
Interest paid $ 618 $ 632
Net income taxes refunded (250) -
</TABLE>
See accompanying notes
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FEDDERS CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
A. In December 1994, the Company's revolving credit facility was increased
from $30 to $40 million.
B. Earnings per share are computed by dividing net income by the weighted
average number of shares of Common Stock, Class B Stock and other common
stock equivalents outstanding: 32,495,000 and 31,473,000 in the second
quarter of 1995 and 1994, and 32,374,000 and 31,019,000 for the six-month
period ending February 28, 1995 and 1994, respectively. Prior-period
earnings per share have been restated to reflect the Class A Stock dividend
distributed in September 1994.
C. Pursuant to the Company's stock option plans, options to purchase 7,800
shares of Common Stock were exercised during the first six months of fiscal
1995.
D. On March 30, 1995, the Company announced it will fully redeem the
principal amount outstanding of $13,211,000, 100% par value, plus accrued
interest, on its 5% convertible subordinated debentures due May 1, 1996.
The Company announced it also will buy-out on May 31, 1995 an equipment
lease which expires in February 1996 for approximately $3,000,000.
E. The financial information included herein is unaudited; however, such
information reflects all adjustments which, other than the cumulative
effect of an accounting change, consists solely of normal recurring
adjustments which are, in the opinion of management, necessary for a fair
statement of results for the interim periods. The Company's business is
seasonal. Operating results for the three and six month periods ending
February 28, 1995 are not necessarily indicative of the results that may be
expected for the fiscal year ending August 31, 1995.
