OPTEK TECHNOLOGY INC
10-Q, 1997-03-13
SEMICONDUCTORS & RELATED DEVICES
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                                    FORM 10-Q
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549
                                        
                   Quarterly Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934
                                        
                                        
For Quarter Ended:  January 31, 1997
Commission File Number:  0-16304

                             OPTEK TECHNOLOGY, INC.
        -----------------------------------------------------------------
             (Exact name of registrant as specified in its charter)
                                        
                                        
                                State of Delaware
        -----------------------------------------------------------------
                                        
          (State or other jurisdiction of incorporation or organization)
                                        
                                        
                                   75-1962405
        -----------------------------------------------------------------
                       (I.R.S. Employer Identification No.)
                                        
                                        
215 West Crosby Road       Carrollton, Texas             75006
        ----------------------------------------------------------------
(Address of principle executive offices)             (Zip Code)
                                        
                                        
                                 (972)  323-2200
        -----------------------------------------------------------------
              (Registrant's 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.

                       X
                    -------        -------
                       Yes            No
                                        
           Number of common shares outstanding as of January 31, 1997:
                       4,050,005 par value $.01 per share
<PAGE>

PART I  -  FINANCIAL INFORMATION


Item 1. Financial Statements.
        ---------------------

Optek  Technology, Inc. Consolidated Balance Sheets as of January 31,  1997  and
October 25, 1996.

Optek  Technology, Inc. Consolidated Statements of Income for the  Three  Months
Ended January 31, 1997 and January 26, 1996.

Optek  Technology,  Inc. Consolidated Statements of Cash  Flows  for  the  Three
Months Ended January 31, 1997 and January 26, 1996.

        
Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations.



                          PART II  -  OTHER INFORMATION

Item 5. Other Information.
        ------------------

Item 6. Exhibits and Reports on Form 8-K.
        ---------------------------------

<PAGE>
                                                                       FORM 10-Q
                                                                          PART I

                             OPTEK TECHNOLOGY, INC.
                           Consolidated Balance Sheets
                                   (Unaudited)
                                 (in thousands)
<TABLE>
<CAPTION>                                                
                                        January        October
                                        31,1997       25, 1996
                                     ----------      ---------
<S>                                  <C>            <C>
ASSETS                                                        
                                                              
Current assets:                                               
   Cash                               $     563      $     594
   Accounts receivable, net of                                
allowance for doubtful                                        
      accounts and customer returns       6,091          7,288
of $1,282 in 1997
      and $1,095 in 1996
   Inventories (note 2)                   6,548          6,007
   Deferred income taxes                  1,142          1,142
   Prepaid expenses                          69             82
                                        -------       --------
         Total current assets            14,413         15,113
                                                              
Property, plant and equipment, net       10,745         11,150
Other assets                                 89             96
                                       --------       --------
                                        $25,247        $26,359
                                       ========       ========
</TABLE>
                                   (continued)

<PAGE>

                                                                       FORM 10-Q
                                                                          PART I

                             OPTEK TECHNOLOGY, INC.
                           Consolidated Balance Sheets
                                   (Unaudited)
                 (in thousands except share and per share data)
                                        
<TABLE>
<CAPTION>                               January        October
                                        31, 1997       25, 1996
                                       ----------     ----------
<S>                                    <C>            <C>
LIABILITIES AND STOCKHOLDERS' EQUITY                            
- ------------------------------------                            
Current liabilities:                                            
   Accounts payable                       $ 2,138        $ 2,331
   Accrued expenses                         5,294          5,345
   Checks not presented for payment           875            779
                                         --------       --------
         Total current liabilities          8,307          8,455
                                                                
Long-term debt                                271          3,428
Other liabilities                              89            100
Deferred income taxes                         309            309
                                                                
Stockholders' equity:                                           
   Preferred stock, $.01 par value.                             
      Authorized 1,000,000 shares;                              
      none issued                               -              -
   Common stock, $.01 par value.                                
      Authorized 12,000,000 shares;                             
      issued and outstanding 4,050,005                          
      shares in 1997 and 3,912,915                              
      shares in 1996                           42             39
   Additional paid-in-capital              13,662         13,373
   Retained earnings                        2,567            655
                                       ----------     ----------
         Total stockholders' equity        16,271         14,067
                                       ----------     ----------
                                          $25,247        $26,359
                                       ----------     ----------
</TABLE>
                                                                                
          See accompanying notes to consolidated financial statements.

<PAGE>
                                        
                                    FORM 10-Q
                                                                          PART I

                             OPTEK TECHNOLOGY, INC.
                        Consolidated Statements of Income
                                   (Unaudited)
                 (in thousands except share and per share data)
                                        
<TABLE>
<CAPTION>                                 THREE MONTHS ENDED
                                           January       January
                                          31, 1997      26, 1996
                                        ----------    ----------
<S>                                     <C>           <C>
Net sales                                  $16,689       $15,040
                                                                
Costs and expenses:                                             
   Cost of sales                            10,099         9,275
   Product development expenses                318           195
   Engineering expenses                      1,009           948
   Selling expenses                          1,295         1,297
   General and administrative expenses         866           826
                                          --------      --------
         Total costs and expenses           13,587        12,541
                                          --------       -------
         Operating income                    3,102         2,499
                                                                
Other expenses:
   Interest expense                             83           449
   Other expense (income), net                  76          (50)
                                          --------      --------
         Total other expenses                  159           399
                                          --------      --------
         Earnings before income taxes        2,943         2,100
                                          --------     ---------
Income tax expense                           1,031            55
                                         ---------     ---------
         Net earnings                     $  1,912      $  2,045
                                         ---------     ---------
                                                                
Earnings per common  and common                                 
   equivalent shares (note 4)                $0.25         $0.28
                                        ----------    ----------
Weighted average common and common                              
   equivalent shares                     7,528,539     7,420,683
                                        ----------    ----------
</TABLE>
          See accompanying notes to consolidated financial statements.

<PAGE>

                                                                       FORM 10-Q
                                                                          PART I
                             OPTEK TECHNOLOGY, INC.
                      Consolidated Statements of Cash Flows
                                   (Unaudited)
                                 (in thousands)
<TABLE>
<CAPTION>                                  THREE MONTHS ENDED
                                         January       January
                                         31, 1997      26, 1996
                                        ----------    ----------
<S>                                     <C>           <C>
Cash flows from operating activities:                           
   Net earnings                           $  1,912      $  2,045
   Adjustments to reconcile net                                 
   earnings to net cash provided
   by operating activities:
      Depreciation and amortization            570           618
      Changes in assets and                                     
      liabilities:
         Accounts receivable                 1,197           935
         Inventories                          (541)        (303)
         Prepaid expenses and other                             
           assets                               20            44
         Accounts payable, accrued                              
           expenses and other                                   
           liabilities                        (255)      (1,862)
                                         ---------    ----------
            Net cash provided by                                
              operating activities           2,903         1,477
                                                                
Cash flows from investing activities:                           
   Purchase of property, plant and            (165)        (307)
      equipment
                                         ----------   ----------
            Net cash used in                  (165)        (307)
              investing activities
                                                                
Cash flows from financing activities:                           
   Net repayment under long-term                                
     bank debt                              (3,157)      (1,675)
   Net proceeds from exercise of                                
      stock options and warrants               292            43
   Other financing activities                   96           152
                                         ----------   ----------
            Net cash used in                (2,769)      (1,480)
             financing activities
                                                                
Net decrease in cash                           (31)        (310)
Cash at beginning of period                    594           928
                                        ----------    ----------
Cash at end of period                     $    563      $    618
                                        ----------    ----------
Interest payments                        $      98      $    480
                                        ----------     ---------
Income tax payments                      $      93    $        -
                                         =========    ==========
</TABLE>

          See accompanying notes to consolidated financial statements.

<PAGE>
                                                                       FORM 10-Q
                                                                          PART I
                                                                                
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                January 31, 1997
                                        
NOTE 1
The  condensed consolidated financial statements of Optek Technology, Inc.  (the
"Company") are unaudited and reflect all adjustments, consisting only of  normal
recurring adjustments, which are, in the opinion of management, necessary for  a
fair  presentation  of  the  results for the interim periods.   These  condensed
consolidated  financial  statements should  be  read  in  conjunction  with  the
consolidated  financial statements and notes thereto included in  the  Company's
Annual Report on Form 10-K for the year ended October 25, 1996.  The results  of
operations  for  the  three months ended January 31, 1997  are  not  necessarily
indicative of the results for the entire year ending October 31, 1997.

NOTE 2

The components of inventories in thousands of dollars are as follows:
<TABLE>
<CAPTION>       
                                             January    October
                                             31, 1997   25, 1996
                                             --------   --------
<S>                                          <C>        <C>
Finished goods                                 $ 1,042    $ 1,109
Work-in-process                                  3,693      3,323
Raw materials                                    3,708      3,381
Reserves for surplus and obsolete inventory    (1,895)    (1,806)
                                              --------   --------
                                               $ 6,548    $ 6,007
                                              ========   ========
</TABLE>

NOTE 3
The registrant has no material pending legal proceedings.

NOTE 4

Earnings  per common share and common equivalent shares is based on the weighted
average  number  of  shares  and, when dilutive, equivalent  shares  outstanding
during  each  of  the periods presented.  Primary earnings per share  and  fully
diluted earnings per share were substantially the same for the first quarters of
fiscal 1997 and fiscal 1996.  The calculation of net earnings per share in  1997
and 1996 uses the modified treasury stock method.

NOTE 5

Other notes have been omitted pursuant to Rule 10-01 (a) (5) of Regulation S-X.

<PAGE>

ITEM  2.    Management's  Discussion and Analysis  of  Financial  Condition  and
Results of Operations.
- ------------------------------------------------------------------------

Changes in Results of Operations
- --------------------------------

Net  sales for the first quarter of 1997 were $16.7 million, up 11% compared  to
the  prior year net sales of $15.0 million.  The quarter-to-quarter increase was
the  result  of a general increase in overall product sales for both  Commercial
and  Hi-Rel  (high reliability) products and an increase in Automotive  magnetic
sensor components (Hall Effect) related to an automotive theft-deterrent system.
Commercial product sales of $11.7 million were up $.8 million, or 7%; Automotive
product  sales  of  $3.5 million were up $.6 million, or 21%; and  Hi-Rel  (high
reliability) product sales of $1.4 million were up $.2 million, or 19%.

Cost  of sales was $10.1 million, or 61% of sales, in the first quarter of  1997
versus  $9.3  million, or 62% of sales, during the comparable  period  of  1996.
This  resulted  in  gross  margins of 39% in 1997  versus  38%  in  1996.   This
improvement was primarily the result of increased production volumes  without  a
corresponding increase in fixed costs.

Product  development and engineering expenses during the first quarter  of  1997
were $1.3 million, or 8% of sales, compared to $1.1 million, or 8% of sales,  in
the  previous  year.   The increase in dollars is related  to  the  addition  of
resources to develop and support new programs.

Selling,  general and administrative expenses in the first quarter of 1997  were
$2.2  million or 13% of sales.  This compares to $2.1 million, or 14% of  sales,
during the same period of 1996.

Operating income for the quarter was $3.1 million, or 19% of sales, compared  to
$2.5  million,  or 17% of sales, in the first quarter of 1996.  The  improvement
from  1996  was  primarily the result of the aforementioned  increase  in  sales
volume and resulting improvement in gross margin.

Other  expenses, consisting primarily of interest expense, were $.2  million  in
the  first  quarter of 1997 compared to $.4 million in 1996.  This  decrease  in
expenses was the result of the continued reduction in long term debt.

Income tax expense during the first quarter of 1997 was $1.0 million versus  $.1
million  during  the  same period of 1996.  Tax expense  increased  due  to  the
Company  having  fully utilized remaining tax net operating  loss  carryforwards
during  fiscal  1996.  The Company expects to be on a fully taxed  basis  during
1997.

<PAGE>

As  a  result of the factors discussed above, net earnings for the first quarter
of 1997 were $1.9 million versus $2.0 million in the first quarter of 1996.

Liquidity and Capital Resources
- -------------------------------

As  reflected  in  the Company's consolidated statements of  cash  flows,  Optek
generated  approximately  $2.9  million in cash from  operations  in  the  first
quarter of fiscal year 1997.  The largest single use of cash flow (approximately
$3.2  million) continued to be the reduction of the Company's outstanding  debt.
The  amount  outstanding  at the end of the quarter  was  $271,000.   Management
believes  that  cash  flows  from operations will  be  adequate  to  retire  its
outstanding balance of long term debt during fiscal 1997.

A credit agreement with a financial institution provides a $10.5 million working
capital line.    Amounts drawn on the working capital line bear interest at 1/2%
over  the prime rate announced from time to time by the First National  Bank  of
Chicago,  Chicago, Illinois.  This working capital line matures on  October  31,
1997, with a one year extension if no default exists under the loan documents at
maturity.   The Company is currently in compliance with the financial and  other
covenants contained in its loan documents.

The  Company  anticipates  a need for additional capital  spending  in  1997  to
support  potential increases in demand during 1998 and 1999.  The  Company  also
anticipates  higher expenditures for federal income taxes in  1997  due  to  the
Company's  full  utilization of tax loss carryforwards  during  1996.   Although
Optek's  ability to fund such capital expenditures and research and  development
is  constrained by the terms of the loan documents, management believes that its
working  relationship  with its lender is good and that the  facility  and  cash
flows  from  operations after the debt is paid will be adequate to  finance  the
Company's needs for the foreseeable future.

<PAGE>
                                        
                             OPTEK TECHNOLOGY, INC.
                         PART II.  -  OTHER INFORMATION

ITEM 5.   Other Information.
          ------------------

ITEM 6.   Exhibits and Reports on Form 8-K.
          ---------------------------------

          None


                                    SIGNATURE

Pursuant  to  the  requirement  of the Securities  Exchange  Act  of  1934,  the
registrant has duly caused this report to be signed on behalf of the undersigned
thereunto duly authorized.

                             Optek Technology, Inc.
                                        
Date:      March 12, 1997       By:  /s/  Thomas R. Filesi
- --------------------------          ------------------------
                                    Thomas R. Filesi
                                    President and CEO
                                    (Principal Executive
                                    Officer)

Date:      March 12, 1997       By:  /s/ William J. Collinsworth
- --------------------------          ---------------------------
                                    William J. Collinsworth
                                    Vice President - Finance
                                    (Principal Financial
                                    Officer)



<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          OCT-31-1997
<PERIOD-END>                               JAN-31-1997
<CASH>                                             563
<SECURITIES>                                         0
<RECEIVABLES>                                     7373
<ALLOWANCES>                                      1282
<INVENTORY>                                       6548
<CURRENT-ASSETS>                                 14413
<PP&E>                                           26787
<DEPRECIATION>                                   16042
<TOTAL-ASSETS>                                   25247
<CURRENT-LIABILITIES>                             8307
<BONDS>                                              0
                                0
                                          0
<COMMON>                                            42
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                     25247
<SALES>                                          16689
<TOTAL-REVENUES>                                 16689
<CGS>                                            10099
<TOTAL-COSTS>                                    13587
<OTHER-EXPENSES>                                    76
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                  83
<INCOME-PRETAX>                                   2943
<INCOME-TAX>                                      1031
<INCOME-CONTINUING>                               1912
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                      1912
<EPS-PRIMARY>                                      .25
<EPS-DILUTED>                                      .25
        

</TABLE>


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