UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[ X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the period ended October 31, 1998
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 0-14812
EDISON CONTROL CORPORATION
(Exact name of registrant as specified in its charter)
New Jersey 22-2716367
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
777 Maritime Drive
PO Box 308
Port Washington, WI 53074-0308
(Address of principal executive offices)
(Zip Code)
(414) 268-6800
(Registrant's telephone number, including area code)
W60 N151 Cardinal Avenue
PO Box 326
Cedarburg, WI 53012-0326
(414) 377-6565
(Former name, former address and former fiscal year,
if changed since last report)
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
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Common Stock, $.01 par value: 2,346,933 as of October 31, 1998
- ---------------------------------------------------------------
<PAGE>
EDISON CONTROL CORPORATION AND SUBSIDIARIES
INDEX
Page Number
Part I Financial Information
Item 1 Financial Statements
Consolidated Balance Sheets Pages 2 & 3
October 31, 1998 (Unaudited) and
January 31, 1998
Consolidated Statements of Operations Page 4
Three and nine months ended October 31,
1998 and 1997 (Unaudited)
Consolidated Statements of Cash Flows Pages 5 & 6
Nine months ended October 31,
1998 and 1997 (Unaudited)
Notes to Consolidated Financial Statements Pages 7-9
(Unaudited)
Item 2 Management's Discussion and Analysis of Pages 9-12
- ------
Operations and Financial Condition
Part II Other Information
Item 6 Exhibits and Reports on Form 8-K Page 12 and
- ------ Exhibit Index
1
<PAGE>
PART I.
Item 1
Financial Statements
EDISON CONTROL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
October 31, 1998 and January 31, 1998
October 31, January 31,
1998 1998
---- ----
(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents $ 1,163,004 $ 1,037,288
Investments 190,000 190,000
Trading securities 2,770,817 3,653,763
Trade accounts receivable, net 3,587,641 2,995,637
Receivable from affiliates 130,377 103,482
Inventories, net 6,907,677 5,974,302
Prepaid expenses and other assets 78,131 193,099
Refundable income taxes 9,789 81,182
Deferred income taxes 205,000 0
Deferred financing costs 635,070 983,333
------- -------
Total current assets 15,677,506 15,212,086
Investment in and advances to affiliate 422,427 433,150
Other Assets:
Prepaid pension 202,134 283,134
Deferred income taxes 40,000 0
Deferred financing costs 0 389,236
- -------
Total other assets 242,134 672,370
Property, plant and equipment, net 8,544,673 6,945,103
Goodwill (net of amortization) 8,748,382 8,922,576
Organizational/finance costs (net of
amortization) 105,928 170,672
------- -------
TOTAL ASSETS $33,741,050 $32,355,957
=========== ===========
(Continued)
See Accompanying Notes.
2
<PAGE>
EDISON CONTROL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
October 31, 1998 and January 31, 1998
(Continued)
October 31, January 31,
1998 1998
(Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Trade accounts payable $ 1,436,340 $ 1,261,244
Accrued compensation 732,050 781,566
Taxes other than income taxes 42,283 29,985
Other accrued expenses 483,801 555,045
Deferred income taxes 0 115,000
Deferred compensation 754,250 754,250
Current maturities on long-term debt 701,151 841,664
---------- ---------
Total current liabilities 4,149,875 4,338,754
Long-term debt, less current maturities 13,822,375 13,181,678
Deferred income taxes 0 245,000
-- ---------
TOTAL LIABILITIES 17,972,250 17,765,432
Stockholders' Equity:
Preferred stock, $.01 par value: 1,000,000 shares
authorized, none issued 0 0
Common stock, $.01 par value: 20,000,000 and
10,000,000 shares authorized, respectively,
issued and outstanding 2,346,933 and 2,275,933
shares, respectively 23,469 22,759
Additional paid-in capital 10,193,225 10,016,435
Retained earnings 5,447,892 4,558,493
Accumulated other comprehensive income 104,214 (7,162)
---------- -----------
TOTAL STOCKHOLDERS' EQUITY 15,768,800 14,590,525
------------ ----------
TOTAL LIABILITIES AND EQUITY $ 33,741,050 $ 32,355,957
============= ==========
See Accompanying Notes.
3
<PAGE>
EDISON CONTROL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE AND NINE MONTHS ENDED OCTOBER 31, 1998 AND 1997
(Unaudited)
<TABLE>
Three Months Ended Nine Months Ended
October 31, October 31,
<CAPTION>
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
NET SALES $6,498,890 $7,048,009 $20,106,180 $18,126,002
COST OF GOODS SOLD 4,134,410 4,264,589 12,815,869 11,320,989
--------- --------- ---------- ----------
2. GROSS PROFIT 2,364,480 2,783,420 7,290,311 6,805,013
OTHER OPERATING EXPENSES:
Selling, engineering and
administrative expenses 1,137,889 1,045,597 3,464,185 3,214,046
Stock option amortization 0 0 0 298,558
Goodwill and organizational/
finance cost amortization 79,646 79,635 238,938 238,905
------ ------ ------- -------
Total other operating expenses 1,217,535 1,125,232 3,703,123 3,751,509
--------- --------- --------- ---------
3. OPERATING INCOME 1,146,945 1,658,188 3,587,188 3,053,504
OTHER EXPENSE (INCOME):
Interest expense 219,798 274,859 725,883 867,738
Realized losses (gains) on
trading securities 91,219 (96,022) (134,852) (319,163)
Unrealized losses on
trading securities 803,614 407,178 823,360 51,119
Stock warrant amortization 245,833 245,833 737,500 737,500
Miscellaneous income (38,883) (76,273) (140,440) (114,850)
-------- -------- --------- ---------
Total other expense 1,321,581 755,575 2,011,451 1,222,344
--------- ------- --------- ---------
(LOSS) INCOME BEFORE
4. INCOME TAXES (CREDIT) (174,636) 902,613 1,575,737 1,831,160
INCOME TAXES (CREDIT) (52,138) 392,397 686,338 785,225
-------- ------- ------- -------
NET (LOSS) INCOME $(122,498) $510,216 $889,399 $1,045,935
========== ======== ======== ==========
Net (loss) income per share-basic ($.05) $.22 $.38 $.46
Net (loss) income per share-diluted ($.05) $.19 $.31 $.39
</TABLE>
See Accompanying Notes.
4
<PAGE>
EDISON CONTROL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED OCTOBER 31, 1998 AND 1997
(Unaudited)
1998 1997
---- ----
Net income $889,399 $1,045,935
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 1,503,921 1,782,027
Loss on sale of equipment 3,592 0
Provision for doubtful accounts 54,375 80,353
Realized gain on sales of trading securities (134,852) (319,163)
Unrealized loss on trading securities 823,360 51,119
Purchases of trading securities (2,013,188) (3,608,474)
Proceeds from the sale of trading securities 2,207,626 3,998,444
Equity in earnings of affiliate (80,000) (54,000)
Changes in assets and liabilities:
Accounts receivable (646,379) (1,439,958)
Receivable from affiliate (26,895) 115,017
Inventories (933,375) (473,686)
Prepaid expenses and other assets 195,968 128,386
Trade accounts payable 175,096 290,378
Accrued compensation (49,516) 59,930
Taxes other than income taxes 12,298 58,164
Accrued expenses (71,244) 200,001
Deferred income taxes (605,000) (449,000)
Income taxes payable 71,393 306,640
------ -------
Total adjustments 487,180 726,178
------- -------
NET CASH PROVIDED BY
OPERATING ACTIVITIES 1,376,579 1,772,113
--------- ---------
Cash flows from investing activities:
Additions to plant and equipment (2,141,913) (347,506)
Proceeds from sale of equipment 11,267 0
Maturity of certificate of deposit 0 94,000
- ------
NET CASH USED IN INVESTING
ACTIVITIES (2,130,646) (253,506)
----------- ---------
(Continued)
See Accompanying Notes.
5
<PAGE>
EDISON CONTROL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED OCTOBER 31, 1998 AND 1997
(Unaudited)
(Continued)
1998 1997
---- ----
Cash flows from financing activities:
Proceeds from issuance of long-term debt $1,775,000 $400,000
Principal payments on long-term debt (1,274,816) (1,764,831)
Payments received from affiliates 90,723 0
Stock options exercised 177,500 0
------- -
NET CASH PROVIDED BY (USED IN)
FINANCING ACTIVITIES 768,407 (1,364,831)
------- -----------
EFFECT OF EXCHANGE RATE CHANGES
ON CASH 111,376 43,174
------- ------
NET INCREASE IN CASH
AND CASH EQUIVALENTS 125,716 196,950
CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD 1,037,288 772,008
--------- -------
CASH AND CASH EQUIVALENTS,
END OF PERIOD $1,163,004 $968,958
========== =========
Supplemental disclosure of cash flow information:
Cash paid during the period for income taxes $1,219,945 $927,585
Cash paid during the year for interest 718,379 845,655
See Accompanying Notes.
6
<PAGE>
EDISON CONTROL CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Unaudited)
Note 1 - Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, these statements do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all adjustments
(consisting of normal, recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the nine-month period
ending October 31, 1998 are not necessarily indicative of the results that may
be expected for other interim periods or the year ended January 31, 1999. For
further information, refer to the financial statements and footnotes thereto
included in the Company's annual report on Form 10-K for the year ended January
31, 1998.
Note 2 - Nature of Business and Accounting Policies
Principles of Consolidation - The consolidated financial statements include the
accounts of Edison Control Corporation ("Edison") and subsidiaries, all of which
subsidiaries are wholly owned by Edison (collectively, the "Company"). All
material intercompany accounts and transactions have been eliminated in
consolidation.
Nature of Operations - The Company is currently comprised of the following
operations. Construction Forms ("ConForms") is a leading manufacturer and
distributor of systems of pipes, couplings and hoses and other equipment used
for the pumping of concrete. ConForms manufactures a wide variety of finished
products which are used to create appropriate configurations of systems for
various concrete pumps. Ultra Tech manufactures abrasion resistant piping
systems for use in industries such as mining, pulp and paper, power and waste
treatment. Gilco produces a line of concrete and plaster/mortar mixers. JABCO
primarily leases property and equipment to the above operations.
Trading Securities - Debt and equity securities purchased and held principally
for the purpose of sale in the near term are classified as "trading securities"
and reported at fair value with unrealized gains and losses included in
earnings. The cost of individual securities sold is based on the first-in,
first-out method.
Estimates - The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the reported
period. Actual results could differ from those estimates.
7
<PAGE>
Translation of Foreign Currencies - Assets and liabilities of foreign operations
are translated into United States dollars at current exchange rates. Income and
expense accounts are translated into United States dollars at average rates of
exchange prevailing during the year. Adjustments resulting from the translation
of financial statements of the foreign operations are included as accumulated
other comprehensive income in the equity section of the accompanying
consolidated balance sheets.
Accounting Pronouncements - Statement of Financial Accounting Standards ("SFAS")
No. 123, "Accounting for Stock-Based Compensation" was issued in 1995. The
Company has elected to continue to account for stock-based compensation under
Accounting Principles Board Opinion No. 25 as allowed by SFAS No. 123.
In June 1997, the Financial Accounting Standards Board issued SFAS No. 131,
"Disclosures about Segments of an Enterprise and Related Information." The
Statement is effective for fiscal 1998. The Company is in the process of
evaluating the disclosure requirements. The adoption of SFAS No. 131 will not
have an impact on the Company's consolidated financial statements.
Net income (loss) per share - Effective for 1997, the Company adopted Statement
of Financial Accounting Standards ("SFAS") No. 128 "Earnings Per Share," which
established new standards for the calculation of net income (loss) per share
effective for interim and annual periods ending after December 1997. Net income
(loss) per share for the three and nine-month periods ended October 31, 1997 has
been restated to comply with SFAS No. 128. Reconciliation of the numerator and
denominator of the basic and diluted per share computations for the three and
nine-month periods ended October 31, 1998 and 1997 are summarized as follows:
The stock options and warrants were antidilutive for the three months ended
October 31, 1998.
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
October 31, October 31,
1998 1997 1998 1997
---- ---- ---- ----
Net (loss) income per share-basic:
<S> <C> <C> <C> <C>
Net (loss) income (numerator) ($122,498) $ 510,216 $ 889,399 $ 1,045,935
Weighted average shares
outstanding (denominator) 2,346,933 2,275,933 2,310,913 2,275,933
Net (loss) income per share-basic ($.05) $ .22 $ .38 $ .46
Net (loss) income per share-diluted:
Net (loss) income (numerator) ($122,498) $ 510,216 $ 889,399 $1,045,935
Weighted average shares
outstanding (denominator) 2,346,933 2,275,933 2,310,913 2,275,933
Effect of dilutive securities:
Stock options 0 125,660 183,401 98,918
Stock warrants 0 326,802 391,270 314,858
Weighted average shares
outstanding (denominator) 2,346,933 2,728,395 2,885,584 2,689,709
Net (loss) income per share-diluted ($.05) $ .19 $ .31 $ .39
</TABLE>
8
<PAGE>
Comprehensive Income- Effective February 1, 1998, the Company adopted
SFAS No. 130, "Reporting Comprehensive Income." Statement 130 establishes new
rules for the reporting and display of comprehensive income and its components.
The adoption of this Statement had no impact on the Company's net income or
shareholders' equity. Statement 130 requires the Company's foreign currency
translation adjustments, which prior to adoption were reported separately in
shareholders' equity, to be included in other comprehensive income. Prior year
financial statements have been reclassified to conform with the requirements of
Statement 130. Total comprehensive income (loss), which was comprised of net
income (loss) and foreign currency translation adjustments, amounted to
approximately ($19,000) and $491,000 for the three-month periods ended October
31, 1998 and 1997, respectively, and approximately $1,001,000 and 1,089,000 for
the nine-month periods ended October 31, 1998 and 1997, respectively.
Reclassifications - Certain reclassifications have been made to the
prior periods' financial statements to conform with the current year
presentation.
Item 2.
Management's Discussion and Analysis of Operations and Financial Condition
Certain matters discussed in this Quarterly Report on Form 10-Q are
"forward-looking statements" intended to qualify for the safe harbors from
liability established by the Private Securities Litigation Reform Act of 1995.
These forward-looking statements can generally be identified as such because the
context of the statement will include words such as the Company "believes",
"anticipates", "expects", or words of similar import. Similarly, statements that
describe the Company's future plans, objectives or goals are also
forward-looking statements. Such forward-looking statements are subject to
certain risks and uncertainties, including, but not limited to, new product
advancements by competition, significant changes in industry technology,
economic or political conditions in the countries in which the Company does
business, the continued availability of sources of supply, the availability and
consummation of favorable acquisition opportunities, increasing competitive
pressures on pricing and other contract terms, economic factors affecting the
Company's customer base and stock price variations affecting the Company's
securities trading portfolio. These factors could cause actual results to differ
materially from those anticipated as of the date of this report. Shareholders,
potential investors and other readers are urged to consider these factors in
evaluating the forward-looking statements and are cautioned not to place undue
reliance on such forward-looking statements. The forward-looking statements
included herein are only made as of the date of this report and the Company
undertakes no obligation to publicly update such forward-looking statements to
reflect subsequent events or circumstances.
Net sales for the quarter ended October 31, 1998 decreased $549,119 (7.8%) to
$6,498,890 compared with $7,048,009 for the same period of the prior year. Large
project sales to power and phosphate industry customers at Ultra Tech in the
quarter ended October 31, 1997 accounted for the decrease. For the first nine
months of the year, net sales increased $1,980,178 (10.9%) to $20,106,180
compared to $18,126,002 for the same period of the prior year. Strong domestic
sales at ConForms and the inclusion of sales from the Company's Malaysian
operation, which started in October 1997, accounted for the increase.
9
<PAGE>
As a percentage of net sales, gross margin decreased to 36.4% and 36.3% for the
three and nine-month periods ended October 31, 1998 compared to 39.5% and 37.5%
for the three and nine-month periods ended October 31, 1997. This was due to
product mix variations and the increase of lower margin foreign sales. Selling,
engineering and administrative expenses for the quarter increased to $1,137,889
from $1,045,597. The increase was mainly due to increased sales and marketing
expenses relating to foreign sales. Selling engineering and administrative
expenses represented 17.2% and 17.7% of net sales for the nine-month periods
ended October 31, 1998 and 1997, respectively.
Interest expense was $219,798 and $725,883 for the three-and nine-month periods
ended October 31, 1998 compared to $274,859 and $867,738 for the three and
nine-month periods ended October 31, 1997. This change resulted from a reduction
of the average outstanding debt from the same periods last year.
The net loss on trading securities was $894,833 for the quarter ended October
31, 1998 compared to last year's net loss of $311,156. For the nine months ended
October 31, 1998, the net loss was $688,508, compared to a net gain of $268,044
for the same period last year. A major reason for the decrease for the quarter
ended October 31, 1998 was related to the decrease in the market value of the
Company's holdings in Cendant and US Trust Corporation. A major reason for the
decrease for the nine months ended October 31, 1998 was related to the decrease
in the market value of the Company's holdings in Cendant, Glenayre Technologies
and VIVUS, Inc. Trading securities at October 31, 1998 consisted of the
following:
Number of Market
Name of Issuer/Title of Issue Shares Value
Common Stocks:
Cendant Corp. 20,000 $ 228,750
Equity One Inc. 9,500 86,687
Glenayre Technologies, Inc. 40,000 240,000
Panavision Inc. 304 4,845
Raytheon 2,812 157,472
Sun International Hotels 10,100 404,000
US Trust Corporation 25,000 1,592,188
VIVUS 20,000 56,875
---------
Total $ 2,770,817
===========
Although the Company has no established formal investment policies or practices
for its trading securities portfolio, the Company generally pursues an
aggressive trading strategy, focusing primarily on generating near-term capital
appreciation from its investments in common equity securities. Securities held
in the Company's portfolio at the end of each period are reported at fair value,
with unrealized gains and losses included in earnings for that period. These
factors, combined with the relative size of the Company's trading portfolio, has
led, and will likely continue to lead, to significant period-to-period earnings
volatility depending upon the capital appreciation or depreciation of the
Company's trading securities portfolio as of the end of each reporting period.
The Company does not use or buy derivative securities.
10
<PAGE>
The amortization of goodwill, financing costs, stock options and stock warrants
created a total non-cash charge of $976,438 for the nine months ended October
31, 1998 compared to $1,274,963 for the prior year. This reduction was due to
the deferred compensation for stock options granted in connection with the
ConForms' acquisition being fully amortized as of June 21, 1997. The total
amortization of all these non-cash charges for the year ended January 31, 1999
is expected to approximate $1,300,000.
The Company recorded tax expense of $686,338 for the nine months ended October
31, 1998, which represented the estimated annual effective rate of 43.6% applied
to pre-tax book income. Deferred income taxes reflect the net tax effects of
temporary differences between the carrying amount of assets and liabilities for
financial statement reporting purposes and the amounts used for income tax
purposes.
Net loss of $122,498, or $.05 per basic and diluted share, for the quarter ended
October 31,1998 represented a decrease of $632,714 from net income of $510,216,
or $.22 and $.19 per basic and diluted share, respectively, for the comparable
period of the prior year. The decrease in net income of $632,714 for the quarter
was due largely to the $583,677 net increase of trading securities losses to
$894,833 for the quarter ended October 31, 1998 from $311,156 for the same
period of the prior year. For the nine months ended October 31, 1998, net income
was $889,399, or $.38 and $.31 per basic and diluted share, respectively,
compared to net income of $1,045,935, or $.46 and $.39 per basic and diluted
share, respectively, in the prior year. The reason for the decrease in net
income for the nine month period ended October 31, 1998 was the unfavorable
change in trading security performance of $956,552 which more than offset the
17.5% increase in operating earnings of $533,684.
Liquidity and Capital Resources
The Company generated $1,376,579 in cash from operations during the first nine
months of 1998. The Company used $2,141,913 of cash to acquire capital
equipment, mostly for the new building addition in Port Washington and the new
enterprise resource planning (ERP) system, and received 500,184 in cash from net
long-term debt activity. The Company also received $177,500 from the exercise of
stock options during May 1998. The result was a net increase in cash and cash
equivalents of $125,716 for the first nine months of 1998 compared to a net
increase of $196,950 in the prior year's first nine months
The Company believes that it can fund proposed capital expenditures and
operational requirements from operations and currently available cash and cash
equivalents, investments, trading securities and existing bank credit lines.
Proposed capital expenditures for the fiscal year ending January 31, 1999 are
expected to total approximately $2,900,000 compared to $554,923 for fiscal 1997.
The significant increase was due principally to the construction of an addition
at the Company's Port Washington facility and the implementation of a new ERP
system. The Company also intends to sell its Cedarburg facility. The Company's
asking price for the facility is $1,350,000, although there can be no assurance
as to when or if this facility may be sold.
11
<PAGE>
The Company intends to continue to expand its businesses, both internally and
through potential acquisitions. The Company currently anticipates that any
potential acquisitions would be financed primarily by internally generated funds
or additional borrowings or the issuance of the Company's stock.
Year 2000 Issues
The Company is in the process of addressing the Year 2000 problem. The Company
is currently engaged in a comprehensive project to implement the new ERP system
that will properly recognize the Year 2000 problem. This project involves
replacing certain hardware and software maintained by the Company. The Company
expects to complete this project in early 1999. If problems arise in early 1999
in implimenting this system, then contingency plans will be developed in the
first quarter of 1999.
The Company estimates that the total cumulative cost of this project will be
approximately $500,000, and will be funded through the Company's operating cash
flows or its existing bank line of credit. Purchased ERP system hardware and
software, approximately $350,000 of the total estimated cost, will be
capitalized in accordance with normal policy. Personnel and all other costs
related to the project are currently, and will continue to be, expensed as
incurred.
The Company has not formally communicated with all its customers and suppliers
to determine the extent to which the Company is vulnerable to those third
parties' failure to address Year 2000 issues. The Company does not anticipate
any materially adverse affect on its business due to Year 2000 problems
encountered by its customers or vendors; however, there can be no assurances
that it's business will not be materialy adversely affected by such problems.
PART II
Item 6.
Exhibits
The Exhibits filed or incorporated by reference herein are as specified in the
Exhibit Index.
Reports on Form 8-K
No reports on Form 8-K were filed by the Company during the quarter to which the
report relates.
<PAGE>
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.
EDISON CONTROL CORPORATION
(Registrant)
Date: December 7, 1998 /s/ Jay R. Hanamann
-----------------------
Jay R. Hanamann
(Chief Financial Officer)
13
<PAGE>
Edison Control Corporation
Exhibit Index
Exhibit No. Description
27. Financial Data Schedule.
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED FINANCIAL STATEMENTS OF EDISON CONTROL CORPORATION AS OF
AND FOR THE 9 MONTHS ENDED OCTOBER 31, 1998 AND IS QUALIFIED IN ITS
ENTIRITY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JAN-31-1999
<PERIOD-START> JAN-31-1998
<PERIOD-END> OCT-31-1998
<CASH> 1,163,004
<SECURITIES> 2,960,817
<RECEIVABLES> 4,063,202
<ALLOWANCES> 345,184
<INVENTORY> 6,907,677
<CURRENT-ASSETS> 15,677,506
<PP&E> 10,030,314
<DEPRECIATION> 1,485,641
<TOTAL-ASSETS> 337,410,050
<CURRENT-LIABILITIES> 4,149,875
<BONDS> 13,822,375
0
0
<COMMON> 23,469
<OTHER-SE> 15,745,331
<TOTAL-LIABILITY-AND-EQUITY> 33,741,050
<SALES> 20,106,180
<TOTAL-REVENUES> 20,106,180
<CGS> 12,815,869
<TOTAL-COSTS> 3,703,123
<OTHER-EXPENSES> 2,011,451
<LOSS-PROVISION> 54,375
<INTEREST-EXPENSE> 725,883
<INCOME-PRETAX> 1,575,737
<INCOME-TAX> 686,338
<INCOME-CONTINUING> 889,399
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 899,399
<EPS-PRIMARY> .38
<EPS-DILUTED> .31
</TABLE>