<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20552
FORM 10-K/A
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended Commission file number
FEBRUARY 28, 1997 0-13394
VIDEO DISPLAY CORPORATION
(Exact name of registrant as specified in its charter)
GEORGIA 58-1217564
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1868 TUCKER INDUSTRIAL DRIVE, TUCKER, GEORGIA 30084
(address of principal executive offices and zip code)
Registrant's telephone number, including area code: (770) 938-2080
Securities Registered Pursuant to Section 12(b) of the Act: NONE
Securities Registered Pursuant to Section 12(g) of the Act:
Name of each exchange
Title of each class of which registered
COMMON STOCK (NO PAR VALUE) NASDAQ/NMS
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 by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]
The aggregate market value of the voting stock held by non-affiliates of the
registrant at May 23, 1997 is $7,273,000.
The number of shares outstanding of the registrant's Common Stock as of May 23,
1997 is 3,907,413.
DOCUMENTS INCORPORATED BY REFERENCE HEREIN
Certain exhibits which were filed with the Securities and Exchange Commission as
part of the registrant's Registration Statement on Form S-18 (Commission File
No. 2-94626-A) are incorporated by reference into Part IV.
Portions of the proxy statement for the annual 1997 shareholders meeting are
incorporated by reference into Part III.
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ITEM 6. SELECTED FINANCIAL DATA
The following table sets forth certain selected financial data with respect to
the Company's last five fiscal years. This selected financial data should be
read in conjunction with the consolidated financial statements of the Company
and the notes thereto appearing elsewhere herein:
<TABLE>
<CAPTION>
FOR FISCAL YEARS ENDED
----------------------------------------------------------------------
FEB. 28, FEB. 29, FEB. 28, FEB. 28, FEB. 28,
1997 1996 1995 1994 1993
----------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
(In Thousands, Except Per Share Data)
STATEMENT OF OPERATIONS DATA
Net sales $53,865 $48,112 $48,440 $53,067 $61,017
Operating profit 3,970 3,704 1,227 1,631 1,977
Net income (loss) 1,898 1,779 10 503 (796)
Net income (loss) per common
share (primary) $ 0.48 $ 0.45 $ 0.00 $ 0.12 $ (.19)
Net income (loss) per common
share (fully diluted) $ 0.47 $ 0.45 $ 0.00 $ 0.12 $ (.19)
Weighted average number of common
and common equivalent shares
outstanding (primary) 3,960 3,968 4,129 4,134 4,120
Weighted average number of common
and common equivalent shares
outstanding (fully diluted) 4,200 3,968 4,129 4,134 4,120
BALANCE SHEET DATA
Total assets $40,887 $34,419 $34,161 $38,026 $40,677
Working capital 13,784 11,996 10,713 18,864 21,351
Long-term obligations (a) 3,962 2,340 3,717 11,129 15,156
</TABLE>
(a) Includes convertible debentures of $2,000,000 in fiscal 1997.
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Video Display Corporation and Subsidiaries
Consolidated Statements of Income
<TABLE>
<CAPTION>
February 28, February 29, February 28,
YEAR ENDED 1997 1996 1995
-------------- --------------- ------------
<S> <C> <C> <C>
Net sales $53,865,000 $48,112,000 $48,440,000
Cost of goods sold 35,509,000 30,227,000 32,686,000
----------- ----------- -----------
Gross profit 18,356,000 17,885,000 15,754,000
----------- ----------- -----------
Operating expenses:
Selling and delivery 4,487,000 4,614,000 4,765,000
General and administrative 9,899,000 9,567,000 9,762,000
----------- ----------- -----------
14,386,000 14,181,000 14,527,000
----------- ----------- -----------
Operating profit 3,970,000 3,704,000 1,227,000
----------- ----------- -----------
Other income (expense):
Interest expense (1,290,000) (1,144,000) (1,124,000)
Loss on settlement of litigation
(Note 3) - - (182,000)
Gain (loss) on investments (25,000) 43,000 28,000
Other, net 25,000 135,000 69,000
----------- ----------- -----------
(1,290,000) (966,000) (1,209,000)
----------- ----------- -----------
Income before minority interest and
income taxes 2,680,000 2,738,000 18,000
Minority interest 10,000 33,000 4,000
----------- ----------- -----------
Income before income taxes 2,670,000 2,705,000 14,000
Income taxes (Note 7) 772,000 926,000 4,000
----------- ----------- -----------
Net income $ 1,898,000 $ 1,779,000 $ 10,000
----------- ----------- -----------
Primary earnings per share of
common stock $ 0.48 $ 0.4 $ 0.00
=========== =========== ===========
Fully diluted earnings per share
of common stock $ 0.47 $ 0.45 $ 0.00
=========== =========== ===========
Primary weighted average shares
outstanding 3,960,000 3,968,000 4,129,000
=========== =========== ===========
Fully diluted weighted average
shares outstanding 4,200,000 3,968,000 4,129,000
=========== =========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
