<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
(X) Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 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 1-9125
AMERICAN TECHNICAL CERAMICS CORP.
(Exact name of Registrant as specified in its charter)
<TABLE>
<CAPTION>
<S> <C>
DELAWARE 11-2113382
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
17 STEPAR PLACE, HUNTINGTON STATION, NY 11746
(Address of principal executive offices) (Zip Code)
</TABLE>
(631) 622-4700
(Telephone number, including area code)
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
-----
As of April 27, 2000, the Registrant had outstanding 3,892,389 shares of Common
Stock, par value $0.01 per share.
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
March 31, 2000 June 30, 1999
-------------- -------------
ASSETS (unaudited)
<S> <C> <C>
Current Assets:
Cash (including cash equivalents of approximately $668
and $786, respectively) $ 4,185 $ 2,898
Investments 3,236 3,129
Accounts receivable, net 9,662 5,274
Inventories 14,281 12,436
Deferred income taxes 539 539
Other 1,165 344
-------- --------
Total current assets 33,068 24,620
-------- --------
Property, plant and equipment, net of accumulated depreciation
and amortization of $23,320 and $21,279, respectively 20,524 18,791
Other Assets 217 211
-------- --------
Total assets $ 53,809 $ 43,622
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Current portion of long-term debt $ 181 $ 542
Accounts payable 2,282 1,315
Accrued expenses 5,310 2,877
Income taxes payable 1,904 726
-------- --------
Total current liabilities 9,677 5,460
-------- --------
Long-term debt 3,649 3,691
Deferred income taxes 2,051 2,086
-------- --------
Total liabilities 15,377 11,237
-------- --------
STOCKHOLDERS' EQUITY:
Common stock ---$.01 par value; authorized 20,000 shares;
(issued 4,115 and 4,068 shares, respectively) 41 41
Capital in excess of par value 7,331 6,944
Retained earnings 32,702 27,011
Accumulated comprehensive loss:
Unrealized (loss) gain on Investments available-for-sale, net (62) 2
Cumulative foreign currency translation adjustment (65) (98)
-------- --------
(127) (96)
-------- --------
Less: Treasury stock, at cost, 242 shares 1,515 1,515
-------- --------
Total stockholders' equity 38,432 32,385
-------- --------
-------- --------
Total liabilities and stockholders' equity $ 53,809 $ 43,622
======== ========
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
- 2 -
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF EARNINGS
(in thousands, except per share data)
<TABLE>
<CAPTION>
For the Quarter Ended March 31, For the Nine Months Ended March 31,
2000 1999 2000 1999
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net sales $ 18,424 $ 9,954 $ 45,180 $ 27,097
Cost of sales 9,031 5,666 25,457 17,354
-------- -------- -------- --------
Gross profit 9,393 4,288 19,723 9,743
-------- -------- -------- --------
Selling, general and administrative expenses 3,675 2,246 8,908 6,305
Research and development expenses 722 506 1,970 1,442
-------- -------- -------- --------
Operating expenses 4,397 2,752 10,878 7,747
-------- -------- -------- --------
-------- -------- -------- --------
Income from operations 4,996 1,536 8,845 1,996
-------- -------- -------- --------
Other expense (income):
Interest expense 97 109 285 310
Interest income (109) (57) (261) (229)
Other 82 (1) 66 (238)
-------- -------- -------- --------
70 51 90 (157)
-------- -------- -------- --------
Income before provision for income taxes 4,926 1,485 8,755 2,153
Provision for income taxes 1,724 519 3,064 753
-------- -------- -------- --------
Net income $ 3,202 $ 966 $ 5,691 $ 1,400
======== ======== ======== ========
Basic net income per common share $ 0.83 $ 0.25 $ 1.48 $ 0.36
======== ======== ======== ========
Diluted net income per common share $ 0.78 $ 0.25 $ 1.42 $ 0.36
======== ======== ======== ========
Basic weighted average common
shares outstanding 3,844 3,786 3,832 3,835
======== ======== ======== ========
Diluted weighted average common
shares outstanding 4,087 3,786 4,000 3,835
======== ======== ======== ========
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
- 3 -
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
<TABLE>
<CAPTION>
For the Nine Months Ended March 31,
2000 1999
--------------- -------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 5,691 $ 1,400
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 2,339 1,925
Loss (gain) on disposal of fixed assets 69 (12)
Stock award compensation expense -- 178
Realized gain on sale of investments (8) (257)
Changes in operating assets and liabilities:
Accounts receivable, net (4,388) (704)
Inventories (1,845) (1,361)
Other assets, net (827) (30)
Accounts payable and accrued expenses 3,400 (610)
Income taxes payable 1,178 (3)
------- -------
Net cash provided by operating activities 5,609 526
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (4,161) (2,885)
Purchase of investments (1,809) (102)
Proceeds from sale of investments 1,611 3,255
Proceeds from sale of fixed assets 20 13
------- -------
Net cash (used in) provided by investing activities (4,339) 281
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of debt (403) (680)
Payments to acquire treasury stock -- (1,198)
Proceeds from exercise of stock options 387 --
Proceeds from issuance of long-term debt -- 796
------- -------
Net cash (used in) financing activities (16) (1,082)
------- -------
------- -------
Effect of exchange rate changes on cash 33 (48)
------- -------
Net increase (decrease) in cash and cash equivalents 1,287 (323)
CASH AND CASH EQUIVALENTS, beginning of year 2,898 2,069
------- -------
CASH AND CASH EQUIVALENTS, end of period $ 4,185 $ 1,746
======= =======
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
- 4 -
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(1) BASIS OF PRESENTATION:
The accompanying unaudited interim consolidated financial statements of
American Technical Ceramics Corp. and subsidiaries (the "Registrant") reflect
all adjustments (consisting of normal recurring accruals) which are, in the
opinion of management, necessary for a fair presentation of its consolidated
financial position as of March 31, 2000 and the results of its operations for
the three and nine month periods ended March 31, 2000 and 1999. These financial
statements should be read in conjunction with the summary of significant
accounting policies and notes to consolidated financial statements included in
the Registrant's Annual Report to Stockholders for the fiscal year ended June
30, 1999. Results for the three and nine month periods ended March 31, 2000 are
not necessarily indicative of results which could be expected for the remainder
of the fiscal year.
(2) INVENTORIES:
Inventories included in the accompanying consolidated financial statements
consist of the following:
March 31, June 30,
2000 1999
---------- --------
(in thousands)
Raw materials $ 6,459 $ 5,874
Work-in-process 4,888 3,551
Finished goods 2,934 3,011
---------- --------
$ 14,281 $ 12,436
========== ========
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<PAGE>
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(3) EARNINGS PER SHARE:
The following represents a reconciliation of the numerators and
denominators of the basic and diluted EPS Computation.
<TABLE>
<CAPTION>
For the Quarter Ended March 31,
2000 1999
---- ----
(in thousands, except per share data)
Income Share Per-Share Income Share Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
----------- ------------- ------ ----------- ------------- ------
<S> <C> <C> <C> <C> <C> <C>
Basic EPS $ 3,202 3,844 $ 0.83 $ 966 3,786 $ 0.25
======== ========
Effect of Dilutive Securities:
Stock Options 243
Diluted EPS $ 3,202 4,087 $ 0.78 $ 966 3,786 $ 0.25
======= ===== ======== ======= ===== ========
</TABLE>
<TABLE>
<CAPTION>
For the Nine Months Ended Ended March 31,
2000 1999
---- ----
(in thousands, except per share data)
Income Share Per-Share Income Share Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
----------- ------------- ------ ----------- ------------- ------
<S> <C> <C> <C> <C> <C> <C>
Basic EPS $ 5,691 3,832 $ 1.48 $ 1,400 3,835 $ 0.36
======== ========
Effect of Dilutive Securities:
Stock Options 168
Diluted EPS $ 5,691 4,000 $ 1.42 $ 1,400 3,835 $ 0.36
======= ===== ======== ======= ===== ========
</TABLE>
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<PAGE>
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(4) COMPREHENSIVE INCOME:
The Registrant's comprehensive income is as follows:
<TABLE>
<CAPTION>
For The Three Months Ended March 31,
2000 1999
---- ----
(in thousands)
<S> <C> <C> <C> <C>
Net income $ 3,202 $ 966
------- -----
Other comprehensive loss, net of tax:
Foreign currency translation adjustments (35) (44)
Unrealized gains (losses) on investments:
Gains (losses) on investments arising during
period 30 (45)
Less: reclassification adjustment for realized
gains included in net income -- 30 -- (45)
------ ------- ------ -----
Other comprehensive loss (5) (89)
------- -----
Comprehensive income $ 3,197 $ 877
======= =====
</TABLE>
<TABLE>
<CAPTION>
For The Nine Months Ended March 31,
2000 1999
---- ----
(in thousands)
<S> <C> <C> <C> <C>
Net income $ 5,691 $ 1,400
------- -----
Other comprehensive income (loss), net of tax: 33 (49)
Foreign currency translation adjustments
Unrealized (losses) gains on investments:
(Losses) gains on investments arising during
period (59) 24
Less: reclassification adjustment for realized
gains included in net income 5 (64) 167 (143)
------ ------- ------ -----
Other comprehensive loss (31) (192)
------- -----
Comprehensive income $ 5,660 $ 1,208
======= =======
</TABLE>
- 7 -
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
(In thousands, except per share data)
The following discussion and analysis should be read in conjunction
with the consolidated financial statements, related notes and other information
included in this Quarterly Report on Form 10-Q.
Statements in this Quarterly Report on Form 10-Q that are not
historical fact may constitute "forward-looking statements" within the meaning
of the Private Securities Litigation Reform Act of 1995. All such
forward-looking statements are subject to risks and uncertainties, including,
but not limited to, the impact of competitive products, product demand and
market acceptance risks, changes in product mix, costs and availability of raw
materials, fluctuations in operating results and delays in development of highly
complex products, risks associated with international sales and sales to the U.
S. military, risk of customer contract or sales order cancellation and the other
matters listed in the Registrant's Annual Report on Form 10-K for the fiscal
year ended June 30, 1999 under the caption "Item 1. Business - Cautionary
Statements Regarding Forward-Looking Statements" and in the Registrant's other
filings with the Securities and Exchange Commission. These risks could cause the
Registrant's actual results for future periods to differ materially from those
expressed in any forward-looking statements made by the Registrant.
RESULTS OF OPERATIONS
- ---------------------
Three Months Ended March 31, 2000
Compared with Three Months Ended March 31, 1999
- -----------------------------------------------
Net sales for the three months ended March 31, 2000 increased by 85% to
$18,424, from $9,954 in the comparable quarter in the prior fiscal year. The
increase in net sales was attributable to increases in virtually all product
areas, with the strongest growth in thin film products and core domestic
capacitors. Sales activity continued at similar rates during the first month of
the fourth quarter and the Registrant expects to sustain the current level of
business for the balance of the fiscal year. Sales to a major telecommunications
OEM accounted for 19% of the Registrant's net sales in the three months ended
March 31, 2000.
The backlog of unfilled orders was $18,965 at March 31, 2000, compared
to $10,014 at March 31, 1999 and $14,836 at December 31, 1999. The increase in
backlog compared to both the comparable quarter in the prior fiscal year and the
immediately preceding quarter was due primarily to the continued strong demand
for the Registrant's products.
Gross margin for the three months ended March 31, 2000 was 51% of net
sales as compared to 43% for the comparable period in the prior fiscal year. The
improvement in gross margin reported in the three months ended March 31, 2000 as
compared to the comparable period in the prior fiscal year was principally due
to the higher sales volume, particularly in thin film products, and the
resulting increases in efficiency.
- 8 -
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
(In thousands, except per share data)
In February 2000, the Registrant commenced purchasing palladium, which
is used in the manufacturing of the majority of the Registrant's capacitors,
after not having done so for approximately 12 months. Prevailing market prices
for palladium are significantly higher than prices the Registrant paid for
palladium held in inventory at March 31, 2000. The Registrant has offset the
increased costs of this material in part by increasing the prices of certain of
its products that utilize large amounts of this material relative to their sales
prices. The Registrant's newer products are being designed to minimize or
eliminate the usage of palladium. At its current usage rate, the Registrant
expects that, to the extent that it is not able to reflect increases in the
market price of palladium in the prices of its products, these higher material
prices may negatively impact gross margins in the latter half of fiscal year
2001.
Selling, general and administrative expenses for the three months ended
March 31, 2000 increased 64% to $3,675 as compared to $2,246 in the comparable
period in the prior fiscal year. The increase was due to increased commissions
as a result of the increase in net sales, an increase in bonus expense as a
result of the increase in net income, a new executive incentive plan and
expenses associated with the Registrant's new sales office in Stockholm, Sweden,
which commenced operations in August 1999.
Research and development expenses for the three months ended March 31,
2000 increased 43% to $722 as compared to $506 in the comparable period in the
prior fiscal year. This increase was primarily the result of increased personnel
costs due to the creation of a dedicated Radio Frequency design group. This
group works with the Registrant's existing design and marketing personnel in
order to accelerate the development of new products and increase the breadth of
the Registrant's research and development activities.
Primarily as a result of the foregoing, net income for the three months
ended March 31, 2000 was $3,202, or $0.83 per common share ($0.78 per common
share assuming dilution), compared to net income of $966, or $0.25 per common
share ($0.25 per common share assuming dilution), for the comparable period in
the prior fiscal year.
Nine Months Ended March 31, 2000
Compared with Nine Months Ended March 31, 1999
- ----------------------------------------------
Net sales for the nine months ended March 31, 2000 increased 67% to
$45,180 as compared to net sales of $27,097 for the comparable period in the
prior fiscal year. The increase in sales was primarily the result of an increase
in overall demand for thin film and core domestic commercial capacitors. Sales
to a major telecommunications OEM accounted for 16% of the Registrants net sales
in the nine months ended March 31, 2000.
Gross margin for the nine months ended March 31, 2000 was 44% of net
sales as compared to 36% for the comparable period in the prior fiscal year. The
improvement in gross margin was primarily due to higher sales volume,
particularly in thin film products, and the resulting increases in efficiency.
- 9 -
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
(In thousands, except per share data)
Selling, general and administrative expenses for the nine months ended
March 31, 2000 increased 41% to $8,908 as compared to $6,305 in the comparable
period in the prior fiscal year, primarily due to increased commissions as a
result of the increase in net sales, an increase in bonus expense as a result of
increase in net income, a new executive incentive plan and expenses associated
with the Registrant's sales office in Stockholm, Sweden, which commenced
operations in August 1999.
Research and development expenses for the nine months ended March 31,
2000 increased 37% to $1,970 as compared to $1,442 in the comparable period in
the prior year. This increase was primarily the result of increased personnel
costs due to the creation of the dedicated Radio Frequency design group and
general increases in recruitment and relocation expenses.
As a result of the foregoing, net income amounted to $5,691, or
approximately $1.48 per common share ($1.42 per common share assuming dilution),
for the nine months ended March 31, 2000 compared to net income of $1,400, or
approximately $0.36 per common share ($0.36 per common share assuming dilution),
for the comparable period in the prior fiscal year.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
The Registrant's financial position at March 31, 2000 remains strong as
evidenced by working capital of $23,391 and stockholders' equity of $38,432. The
Registrant's current ratio at March 31, 2000 was 3.4:1 as compared to a current
ratio of 4.5:1 at June 30, 1999. The Registrant's quick ratio at March 31, 2000
was 1.9:1 compared to the quick ratio at June 30, 1999 of 2.2:1.
Cash and investments increased by $1,394 to $7,421 at March 31, 2000
from $6,027 at June 30, 1999, primarily as a result of increased cash flow from
profitable operations. Accounts receivable increased by 83% to $9,662 at March
31, 2000 from $5,274 at June 30, 1999 due to the higher level of sales.
Inventories increased by 15% to $14,281 at March 31, 2000 from $12,436 at June
30, 1999, primarily due to an increase in work in process to support the
increased level of sales. Accounts payable and accrued expenses increased by 81%
to $7,592 at March 31, 2000 from $4,192 at June 30, 1999, primarily as a result
of increased raw material purchases and increased bonus and commission expense.
Income taxes paid in the nine month period ended March 31, 2000 were $1,886.
In November 1998, the Registrant renewed a $2,000 revolving
line-of-credit with NationsBank, NA ("NationsBank"), the successor to Barnett
Bank of Jacksonville, N.A. ("Barnett Bank"), and secured a $3,500 line-of-credit
with NationsBank for equipment purchases. Both lines bear interest at 2% above
the three month rate for U. S. Dollar deposits on the London Interbank Market.
Principal balances under the revolving line-of-credit will be repayable in eight
quarterly installments commencing upon expiration of the revolving period. The
outstanding principal under the equipment line of credit will be rolled over
periodically into a self amortizing term note of not less than four nor more
than seven years. The equipment loan is secured by the related equipment
purchases. Borrowing under both lines is subject to compliance with certain
financial covenants, including maintenance of asset and liability percentage
ratios. As of March 31, 2000, the Registrant has borrowed an aggregate of $796
under the equipment line.
- 10 -
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
(In thousands except share data)
In April 2000, the Registrant amended its loan agreement with Bank of
America, N.A. ("Bank of America"), the successor to NationsBank, N.A. The
amendment increased the revolving line-of-credit to $4,000 and changed the
interest rate. Both lines now bear interest at 1 1/2 % above the one month rate
for U.S. Dollar deposits on the London Interbank Market. All other terms and
conditions of the loan agreement are substantially the same as those contained
in the original agreement entered into during November 1998. At the same time,
the outstanding principal balance under the equipment line of credit was rolled
over into a seven-year term note. Principal on this note is payable in quarterly
installments of $28, commencing July 1, 2000.
Capital expenditures for the nine months ended March 31, 2000 totaled
$4,161 of which $3,107 was for machinery and equipment. The Registrant intends
to use cash on hand and its equipment line of credit to finance budgeted capital
expenditures of approximately $2,300 for the remainder of fiscal year 2000,
primarily for additions to and replacement of machinery and equipment,
replacement of the information technology systems and facility expansion.
YEAR 2000
- ---------
The Registrant had previously completed all remediation and testing of
internal computer systems that it believed could have been affected by the "Year
2000" problem, and has not incurred any problems with the "Year 2000" problem to
date. The Registrant did not incur, nor does it expect to incur, significant
incremental expenditures related to its Year 2000 activities.
ACCOUNTING STANDARDS ISSUED BUT NOT YET ADOPTED
- -----------------------------------------------
In fiscal year 2001, the Registrant will be required to adopt SFAS No.
133, "Accounting for Derivative Instruments and Hedging Activities." The
Registrant has not yet completed its evaluation of the impact of this statement
on its financial statements.
FASB Interpretation No. 44, "Accounting for Certain Transactions
Involving Stock Compensation" ("FIN No. 44") provides guidance for applying APB
Opinion No. 25, "Accounting for Stock Issued to Employees." With certain
exceptions, FIN No. 44 applies prospectively to new awards, exchanges of awards
in a business combination, modifications to outstanding awards and changes in
grantee status on or after July 1, 2000. The Registrant does not believe that
the implementation of FIN No. 44 will have a significant effect on its results
of operations.
In December 1999, the SEC issued Staff Accounting Bulletin No. 101,
"Revenue Recognition in Financial Statements" ("SAB No. 101") which summarizes
certain of the SEC staff's views in applying generally accepted accounting
principles to revenue recognition in financial statements. The Registrant will
be required to adopt the accounting provisions of SAB No. 101 during fiscal year
2001. The Registrant does not believe that the implementation of SAB No. 101
will have a significant effect on its results of operations.
- 11 -
<PAGE>
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Registrant has identified four market risks relative to its
business: interest rate risk, foreign currency exchange rate risk, commodity
price risk and security price risk. There has been no material changes in the
way the Registrant conducts it's worldwide business, foreign exchange risk
management, investments in marketable securities or raw material commodity
purchasing from the descriptions thereof in the Registrant's Form 10-K for the
fiscal year ended June 30, 1999.
PART II - OTHER INFORMATION
ITEMS 1. THROUGH 5. Not Applicable
ITEM 6. Exhibits and Reports on Form 8-K
(a) EXHIBITS:
Unless otherwise indicated, the following exhibits were filed as
part of the Registrant's Registration Statement on Form S-18 (No. 2-96925-NY)
and are incorporated herein by reference to the same exhibit thereto:
EXHIBIT NO. DESCRIPTION
- ----------- -----------
3(a)(i) - Certificate of Incorporation of the Registrant.
3(a)(ii) - Amendment to Certificate of Incorporation. (4)
3(b)(i) - By-laws of the Registrant.
9(a)(i) - Restated Shareholders' Agreement, dated April 15, 1985, among Victor
Insetta, Joseph Mezey, Joseph Colandrea and the Registrant.
10(b)(i) - Amended and Restated Lease, dated September 25, 1998, between Victor
Insetta, d/b/a Stepar Leasing Company, and the Registrant for
premises at 15 Stepar Place, Huntington Station, N.Y. (9)
10(c)(i) - 1985 Employee Stock Sale Agreement between the Registrant and
various employees.
10(c)(ii) - Form of Employee Stock Bonus Agreement, dated as of July 1, 1993,
between the Registrant and various employees. (3)
- 12 -
<PAGE>
10(c)(iii) - Form of Employee Stock Bonus Agreement, dated as of April 19,
1994, between the Registrant and various employees. (3)
10(c)(iv) - Form of Employee Stock Bonus Agreement, dated as of April 20,
1995, between the Registrant and various employees. (4)
10(e)(i) - Amended and Restated Lease, effective as of July 1, 1996, between
V.P.I. Properties Associates, d/b/a V.P.I. Properties Associates,
Ltd., and American Technical Ceramics (Florida), Inc. (6)
10(e)(ii) - First Amendment to Amended and Restated Lease, dated as of May 1,
1998, between V.P.I. Properties Associates, d/b/a V.P.I.
Properties Associates, Ltd., and American Technical Ceramics
(Florida), Inc. (8)
10(e)(iii) - Second Amendment to Amended and Restated Lease, dated as of
September 30, 1998, but effective as of May 1, 1998, between
V.P.I. Properties Associates, d/b/a V.P.I. Properties Associates,
Ltd., and American Technical Ceramics (Florida), Inc. (9)
10(f) - Purchase Agreement, dated May 31, 1989, by and among Diane LaFond
Insetta and/or Victor D. Insetta, as custodians for Danielle and
Jonathan Insetta, and American Technical Ceramics Corp., and
amendment thereto, dated July 31, 1989. (4)
10(g)(iii) - Profit Bonus Plan, dated April 19, 1995, and effective for the
fiscal years beginning July 1, 1994. (4)
10(g)(iv) - Employment Agreement, dated April 3, 1985, between Victor Insetta
and the Registrant, and Amendments No. 1 through 4 thereto. (2)
10(g)(v) - Amendment No. 5, dated as of September 11, 1998, to Employment
Agreement between Victor Insetta and the Registrant. (8)
10(h) - Loan Agreement, dated September 27, 1994, between the Registrant
and Barnett Bank of Jacksonville, N.A. (3)
10(i) - Secured Commercial Note, dated as of February 17, 1995, between
the Registrant and European American Bank. (4)
10(j) - Secured Commercial Note, dated as of February 17, 1995, between
the Registrant and European American Bank. (4)
10(k)(i) - Letters of Agreement, dated June 26, 1996 and August 22, 1996,
between the Registrant and Stuart P. Litt. (5)
- 13 -
<PAGE>
10(k)(ii) - Letter Agreement, dated September 11, 1997, between the
Registrant and Stuart P. Litt. (7)
10(m) - American Technical Ceramics Corp. 1997 Stock Option Plan. (7)
10(n) - Consulting Agreement, dated as of May 1, 1998, between Chester E.
Spence and the Registrant. (8)
10(o) - Loan Agreement, dated November 25, 1998, between the Registrant
and NationsBank, N.A. (10)
10(p) - Amended and Restated Employment Agreement, dated as of January 1,
1998, between Judah Wolf and the Registrant. (11)
21 - Subsidiaries of the Registrant. (2)
27 - Financial Data Schedule. (12)
- ---------------------
1. Incorporated by reference to the Registrant's Annual Report on Form 10-K
for the fiscal year ended June 30, 1989.
2. Incorporated by reference to the Registrant's Annual Report on Form 10-K
for the fiscal year ended June 30, 1993.
3. Incorporated by reference to the Registrant's Annual Report on Form 10-KSB
for the fiscal year ended June 30, 1994.
4. Incorporated by reference to the Registrant's Annual Report on Form 10-KSB
for the fiscal year ended June 30, 1995.
5. Incorporated by reference to the Registrant's Annual Report on Form 10-KSB
for the fiscal year ended June 30, 1996.
6. Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q
for the quarterly period ended March 31, 1997.
7. Incorporated by reference to the Registrant's Annual Report on Form 10-K
for the quarterly period ended June 30, 1997.
- 14 -
<PAGE>
8. Incorporated by reference to the Registrant's Annual Report on Form 10-K
for the fiscal year ended June 30, 1998.
9. Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q
for the quarterly period ended September 30, 1998.
10. Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q
for the quarterly period ended December 31, 1998.
11. Incorporated by reference to the Registrant's Annual Report on Form 10-K
for the fiscal year ended June 30, 1999.
12. Filed herewith.
(b) Reports on Form 8-K:
No reports on Form 8-K were filed by the Registrant during the quarter
ended March 31, 2000.
- 15 -
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
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.
AMERICAN TECHNICAL CERAMICS CORP.
(Registrant)
DATE: May 5, 2000 BY: /s/ VICTOR INSETTA
-------------------------------
Victor Insetta
President and Director
(Chief Executive Officer)
DATE: May 5, 2000 BY: /s/ ANDREW R. PERZ
------------------------------
Andrew R. Perz
Controller
(Principal Financial Officer)
- 16 -
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<PAGE>
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<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-2000
<PERIOD-START> JUL-01-1999
<PERIOD-END> MAR-31-2000
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<RECEIVABLES> 9,662<F1>
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0
0
<COMMON> 41
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<FN>
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