<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 SEPTEMBER 30, 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)
DELAWARE 11-2113382
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
17 STEPAR PLACE, HUNTINGTON STATION, NY 11746
--------------------------------------- -----
(Address of principal executive offices) (Zip Code)
(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 November 3, 2000, the Registrant had outstanding 7,944,788 shares of
Common Stock, par value $.01 per share.
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)
<TABLE>
<CAPTION>
SEPT. 30, 2000 JUNE 30, 2000
-------------- -------------
ASSETS (unaudited)
<S> <C> <C>
Current Assets
Cash (including cash equivalents of $470 and
$448, respectively) $ 2,632 $ 2,277
Investments 3,397 3,246
Accounts receivable, net 11,660 12,686
Inventories 18,092 16,133
Deferred income taxes, net 693 693
Other current assets 1,415 1,661
-------- --------
TOTAL CURRENT ASSETS 37,889 36,696
-------- --------
Property, plant and equipment, net of accumulated depreciation
and amortization of $24,926 and $23,957, respectively 26,135 22,902
Other assets, net 266 189
-------- --------
TOTAL ASSETS $ 64,290 $ 59,787
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Current portion of long-term debt $ 1,851 $ 488
Accounts payable 3,098 2,229
Accrued expenses 4,509 6,672
Income taxes payable, net 1,039 220
-------- --------
TOTAL CURRENT LIABILITIES 10,497 9,609
Long-term debt, net of current portion 4,124 3,486
Deferred income taxes 2,388 2,371
-------- --------
TOTAL LIABILITIES 17,009 15,466
-------- --------
Commitments and Contingencies
STOCKHOLDERS' EQUITY
Common Stock -- $.01 par value; authorized 20,000
shares; issued 8,398 and 8,370 shares, respectively 84 84
Capital in excess of par value 10,971 10,366
Retained earnings 38,677 36,082
Accumulated other comprehensive income (loss):
Unrealized loss on investments available-for-sale, net (23) (56)
Cumulative foreign currency translation adjustment (154) (112)
-------- --------
(177) (168)
-------- --------
Less: Treasury stock, at cost (457 and 485 shares, respectively) 1,468 1,515
Deferred compensation 806 528
-------- --------
TOTAL STOCKHOLDERS' EQUITY 47,281 44,321
-------- --------
$ 64,290 $ 59,787
======== ========
</TABLE>
See accompanying notes to unaudited consolidated financial statements
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<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
<TABLE>
<CAPTION>
For the Three Months Ended Sept. 30,
2000 1999
-------- --------
(In thousands, except per share data)
(unaudited)
<S> <C> <C>
Net sales $ 20,897 $ 11,902
Cost of sales 11,758 7,921
-------- --------
Gross profit 9,139 3,981
-------- --------
Selling, general and administrative expenses 4,090 2,179
Research and development expenses 1,041 530
-------- --------
Operating expenses 5,131 2,709
-------- --------
-------- --------
Income from operations 4,008 1,272
-------- --------
Other expense (income):
Interest expense 117 102
Interest income (100) (68)
Other (1) (39)
-------- --------
16 (5)
-------- --------
Income before provision for income taxes 3,992 1,277
Provision for income taxes 1,397 447
-------- --------
Net income $ 2,595 $ 830
======== ========
Basic net income per common share $ 0.33 $ 0.11
======== ========
Diluted net income per common share $ 0.31 $ 0.11
======== ========
Basic weighted average common shares outstanding 7,925 7,651
======== ========
Diluted weighted average common shares outstanding 8,361 7,786
======== ========
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
-3-
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
For the Three Months Ended Sept. 30,
2000 1999
------- -------
(In thousands)
CASH FLOWS FROM OPERATING ACTIVITIES: (unaudited)
<S> <C> <C>
Net income $ 2,595 $ 830
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 996 734
Loss on disposal of fixed assets 5 10
Stock award compensation expense 152 --
Realized gain on sale of investments -- (7)
Changes in operating assets and liabilities:
Accounts receivable, net 1,026 (809)
Inventories (1,959) (136)
Other assets, net 169 (143)
Accounts payable and accrued expenses (1,294) 177
Income taxes payable 919 407
------- -------
Net cash provided by operating activities 2,609 1,063
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (3,442) (1,301)
Purchase of investments (101) (1,507)
Proceeds from sale of investments -- 1,409
Proceeds from sale of fixed assets 3 --
------- -------
Net cash used in investing activities (3,540) (1,399)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of debt (73) (245)
Proceeds from the exercise of stock options 122 12
Proceeds from issuance of debt 1,279 --
------- -------
Net cash provided by (used in) financing activities 1,328 (233)
------- -------
------- -------
Effect of exchange rate changes on cash (42) 92
------- -------
Net increase (decrease) in cash and cash equivalents 355 (477)
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 2,277 2,898
------- -------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 2,632 $ 2,421
======= =======
Supplemental cash flow information:
Interest paid 117 102
Taxes paid 473 31
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
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<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands, except per share data)
(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 September 30, 2000 and the results of its operations
for the three months ended September 30, 2000 and 1999. These consolidated
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, 2000. Results for the three months ended September 30, 2000 are
not necessarily indicative of results which could be expected for the entire
year.
Prior year share data has been revised to reflect the 2-for-1 stock split of
the Company's Common Stock effected in the form of a 100% stock dividend
effective April 24, 2000.
(2) RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS:
In July 2000, the Registrant adopted Statement of Financial Accounting
Standards No. 133 (SFAS 133), "Accounting for Derivative Instruments and Hedging
Activities." SFAS 133, as amended, establishes standards for the recognition and
measurement of derivatives and hedging activities. The adoption of SFAS 133 did
not have a material effect on the Registrant's consolidated results of
operations or financial position.
In July 2000, the Registrant adopted SEC Staff Accounting Bulletin No. 101
(SAB 101), "Revenue Recognition." SAB 101 provides guidance in applying
generally accepted accounting principles to selected revenue recognition issues.
Adoption of SAB 101 did not have a material effect on the Registrant's
consolidated results of operations or financial position.
Effective July 1, 2000, the Registrant adopted EITF Issue 00-10 (EITF
00-10), "Accounting for Shipping and Handling Fees and Costs". EITF 00-10
establishes standards for income statement classification of shipping and
handling fees billed to customers and the related costs incurred. Adoption of
EITF 00-10 requires the Registrant to classify freight costs billed to customers
as sales and classify the related costs as cost of sales. Prior period amounts
have been restated to reflect a reclassification from a net presentation in
selling, general and administrative expenses.
-5-
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands, except per share data)
In July 2000, the Registrant adopted EITF Issue 00-16 (EITF 00-16),
"Recognition and Measurement of Employer Payroll Taxes on Employee Stock-Based
Compensation." EITF 00-16 addresses the accounting for employer payroll taxes in
connection with an employee's stock compensation. The adoption of EITF 00-16 did
not have a material effect on the Registrant's consolidated results of
operations or financial position.
In July 2000, the Registrant adopted FASB Interpretation No. 44 (FIN 44),
"Accounting for Certain Transactions Involving Stock Compensation." FIN 44
provides guidance in applying APB No. 25, "Accounting for Stock Issued to
Employees." The adoption of FIN 44 did not have a material effect on the
Registrant's consolidated results of operations or financial position.
(3) SUPPLEMENTAL CASH FLOW INFORMATION:
During the three months ended September 30, 2000, the Registrant (i) granted
$484 in deferred compensation stock awards, (ii) recognized a $100 reduction of
income taxes payable related to stock options exercised, (iii) issued treasury
stock in connection with stock awards with a cost basis of $47, and (iv)
partially financed the acquisition of a building with a $795 mortgage.
(4) INVENTORIES:
Inventories included in the accompanying consolidated financial statements
consist of the following:
Sept. 30, June 30,
2000 2000
-------- --------
(unaudited)
Raw materials $ 8,943 $ 7,892
Work-in-process 6,522 5,608
Finished goods 2,627 2,633
-------- --------
$ 18,092 $ 16,133
======== ========
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<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands, except per share data)
(5) EARNINGS PER SHARE:
The following represents a reconciliation of the numerators and denominators
of the basic and diluted earnings per share computation.
<TABLE>
<CAPTION>
For the Three Months Ended September 30,
2000 1999
---- ----
Income Shares Per-Share Income Shares Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
----------- ------------- ------ ----------- ------------- ------
<S> <C> <C> <C> <C> <C> <C>
Basic EPS $ 2,595 7,925 $ .33 $830 7,651 $ .11
====== ======
Effect of Dilutive Securities:
Stock options 413 135
Deferred compensation
stock awards 23
------- ----- ------ ---- ----- ------
Diluted EPS $ 2,595 8,361 $ .31 $830 7,786 $ .11
======= ===== ====== ==== ===== ======
</TABLE>
A total of 728 shares have been omitted from the calculation of dilutive EPS
for the three months ended September 30, 2000, because their inclusion would
have been antidilutive.
(6) COMPREHENSIVE INCOME:
The Registrant's total comprehensive income is as follows:
<TABLE>
<CAPTION>
For The Three Months Ended September 30,
2000 1999
---- ----
<S> <C> <C> <C> <C>
Net income $2,595 $ 830
------ ------
Other comprehensive income, net of tax:
Foreign currency translation adjustments (42) 84
Unrealized gains (losses) on investments:
Gains (losses) on investments arising
during period 33 (38)
Less: reclassification adjustment for realized
gains included in net income -- 33 (5) (33)
------ ------ ------ ------
Other comprehensive (loss) income (9) 51
------ ------
Comprehensive income $2,586 $ 881
====== ======
</TABLE>
-7-
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(In thousands, except per share data)
(7) LONG-TERM DEBT:
Long-term debt consists of the following:
September 30, 2000 June 30, 2000
------------------ -------------
Note payable to banks $ 3,030 $ 984
Obligations under capital leases 2,945 2,990
------- -------
5,975 3,974
Less: Current portion 1,851 488
------- -------
Long-term debt $ 4,124 $ 3,486
======= =======
In August 2000, the Registrant secured a mortgage loan in the principal
amount of $795 with European American Bank, N.A. secured by the recently
purchased facility at 11-13 Stepar Place. The term of the loan is 10 years to be
repaid in 120 equal installments. The mortgage is subject to certain financial
covenants, including maintenance of asset and liability percentage ratios. The
mortgage loan bears interest at 1.5% above the six month rate for the U.S.
Dollar deposits on the London Interbank Market.
In November 2000, the Registrant amended its loan agreement with Bank of
America, N.A. The amendment increased the equipment line of credit to $8,500
from $3,500. The line continues to bear interest at 1.5% above the one month
rate for U.S. Dollar deposits on the London Interbank Market and is subject to
certain financial covenants, including maintenance of asset and liability
percentage ratios. The outstanding principal rolls 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. During the quarter
ended September 30, 2000, the Registrant borrowed an additional $1,279 against
the equipment line of credit. As of September 30, 2000, the Registrant has
borrowed an aggregate of $2,263 under the equipment line.
-8-
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
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, 2000 under the caption "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 September 30, 2000 Compared with Three Months Ended
September 30, 1999
Net sales for the three months ended September 30, 2000 increased 76% to
$20,897, as compared to $11,902 in the comparable period in the prior fiscal
year. The increase in net sales was primarily the result of increased sales
volume of core capacitors and thin film products. Compared with the three months
ended June 30, 2000, net sales decreased, primarily due to lower thin film
volume.
The backlog of unfilled orders was $28,803 at September 30, 2000 as compared
to $11,210 at September 30, 1999 and $26,130 at June 30, 2000. The increase in
backlog compared to both the prior year and the preceding quarter was primarily
due to the overall strong demand for the Registrant's core capacitor products.
Bookings for the first quarter of fiscal year 2001 have slowed from the levels
attained in the fourth quarter of fiscal year 2000, but are still significantly
higher than the levels attained in the first quarter of fiscal year 2000.
Gross margin for the three months ended September 30, 2000 was 44% of net
sales as compared to 33% for the comparable period in the prior fiscal year. The
increase in gross margin was principally due to the higher sales volume and the
resulting production efficiencies, partially offset by the costs associated with
pre-production startup of several new product initiatives and higher palladium
costs.
-9-
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
(In thousands, except per share data)
Comparing results to those of the immediately preceding quarter, net income
was 23% lower, primarily due to a decline in gross margins which resulted from
continued expenses relating to the startup of new product lines, increases in
the cost of palladium, a less favorable thin film product mix and investments in
the thin film infrastructure.
Prevailing market prices for palladium are significantly higher than prices
the Registrant paid for palladium held in inventory at September 30, 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 continue to negatively impact gross
margins in fiscal year 2001.
Selling, general and administrative expenses for the three months ended
September 30, 2000 increased 88% to $4,090 as compared to $2,179 in the
comparable period in the prior fiscal year. The increase was due to increased
commission expense as a result of the increase in net sales, higher bonus
accruals due to increased profitability and increased payroll related expenses
due to an increase in the number of employees commensurate with sales volume and
capacity increases.
Research and development expenses for the three months ended September 30,
2000 increased 96% to $1,041 as compared to $530 in the comparable period in the
prior fiscal year. This increase was primarily the result of increased personnel
costs to support accelerated future product development and to further 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 September 30, 2000 was $2,595, or $.33 per common share ($.31 per common
share assuming dilution), compared to net income of $830, or $.11 per common
share ($.11 per common share assuming dilution), for the comparable period in
the prior fiscal year.
LIQUIDITY AND CAPITAL RESOURCES
The Registrant's financial position at September 30, 2000 remains strong as
evidenced by working capital of $27,392 and stockholders' equity of $47,281. The
Registrant's current ratio at September 30, 2000 was 3.6:1 as compared to a
current ratio of 3.8:1 at June 30, 2000. The Registrant's quick ratio at
September 30, 2000 was 1.9:1 as compared to 2.1:1 at June 30, 2000.
-10-
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
(In thousands, except per share data)
Cash, cash equivalents and investments increased by $506 to $6,029 at
September 30, 2000 from $5,523 at June 30, 2000, primarily as a result of cash
provided by operations, partially offset by continued investment in property,
plant and equipment. Accounts receivable decreased by $1,026 to $11,660 at
September 30, 2000 from $12,686 at June 30, 2000 due to lower sales and improved
collection efforts. Inventories increased by $1,959 to $18,092 at September 30,
2000 from $16,133 at June 30, 2000. The increase is primarily the result of
increased palladium costs, an increase in finished goods inventory at our Sweden
facility and increased work in process for core capacitors due to higher
production capacity. Accounts payable and accrued expenses decreased by $1,294
to $7,607 at September 30, 2000 from $8,901 at June 30, 2000 primarily due to
payment of fiscal year end bonus accruals.
In November 1998, the Registrant renewed a $2,000 revolving line of credit
with NationsBank, NA ("NationsBank"), as successor to Barnett Bank of
Jacksonville, N.A., and secured a $3,500 line of credit with NationsBank for
equipment purchases. In April 2000, the Registrant amended the loan agreement
relating to these lines with Bank of America, N.A. ("Bank of America"), the
successor to NationsBank. The amendment increased the revolving line of credit
from $2,000 to $4,000 and changed the interest rate. The line bears interest at
1.5% above the one month rate for U.S. Dollar deposits on the London Interbank
Market. Principal balances under the revolving line are repayable in eight
quarterly installments commencing upon expiration of the revolving period. The
line is subject to certain financial covenants, including maintenance of asset
and liability percentage ratios. As of September 30, 2000, the Registrant did
not incur any borrowings under the revolving line of credit.
At the same time that the terms of the revolving line of credit were
amended, the then outstanding principal balance under the equipment line of
credit of $796 was rolled over into a seven-year term note. Principal on this
note is payable in quarterly installments of $28, commencing July 1, 2000.
In November 2000, the Registrant amended its loan agreement with Bank of
America. The amendment increased the equipment line of credit to $8,500 from
$3,500. The line continues to bear interest at 1.5% above the one month rate for
U.S. Dollar deposits on the London Interbank Market and is subject to certain
financial covenants, including maintenance of asset and liability percentage
ratios. The outstanding principal rolls 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. During the quarter ended September
30, 2000, the Registrant borrowed an additional $1,279 under the equipment line
of credit. As of September 30, 2000, the Registrant has borrowed an aggregate of
$2,263 under the equipment line.
-11-
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
(In thousands, except per share data)
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)
In August 2000, the Registrant secured a mortgage loan in the principal
amount of $795 with European American Bank, N.A. secured by the recently
purchased facility at 11 - 13 Stepar Place. The term of the loan is 10 years to
be repaid in 120 equal installments. The mortgage is subject to certain
financial covenants, including maintenance of asset and liability percentage
ratios. The mortgage loan bears interest at 1.5% above the six month rate for
U.S. Dollar deposits on the London Interbank Market.
Capital expenditures for the three months ended September 30, 2000 totaled
$3,442 of which $2,356 was for machinery and equipment and $465 was for the
purchase of the facility on Stepar Place. The Registrant intends to use cash on
hand and available lines of credit to finance budgeted capital expenditures,
primarily for equipment acquisition and facility expansion, of approximately
$6,500 for the remainder of fiscal year 2001.
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 its 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, 2000.
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:
-12-
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
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)
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) - Second Amended and Restated Lease, dated as of May 16, 2000,
between, V.P.I. Properties Associates, d/b/a V.P.I. Properties
Associates, Ltd., and American Technical Ceramics (Florida), Inc.
(13)
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)
-13-
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
10(g)(vi) - Managers Profit Bonus Plan, dated December 7, 1999, and effective
January 1, 2000. (12)
10(k)(i) - Letters of Agreement, dated June 26, 1996 and August 22, 1996,
between the Registrant and Stuart P. Litt. (5)
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(o)(ii) - Amendment to loan Agreement, dated April 13, 2000, between the
Registrant and Bank of America, N.A. (12)
10(p) - Amended and Restated Employment Agreement, dated as of January 1,
1998, between Judah Wolf and the Registrant. (11)
10(q) - Mortgage Note between American Technical Ceramics Corp. and
European American Bank, N.A. dated as of August 17, 2000. (13)
21 - Subsidiaries of the Registrant. (2)
27 - Financial Data Schedule. (13)
-14-
<PAGE>
AMERICAN TECHNICAL CERAMICS CORP. AND SUBSIDIARIES
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.
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. Incorporated by reference to the Registrant's Annual Report on Form 10-K for
the fiscal year ended June 30, 2000.
13. Filed herewith.
(b) Reports on Form 8-K:
No reports on Form 8-K were filed by the Registrant during the quarter ended
September 30, 2000.
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<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: November 10, 2000 BY: /s/ VICTOR INSETTA
-------------------------------
Victor Insetta
President and Director
(Chief Executive Officer)
DATE: November 10, 2000 BY: /s/ ANDREW R. PERZ
------------------------------
Andrew R. Perz
Controller
(Principal Financial Officer)
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