<PAGE> 1
July 17, 1995
VIA COURIER
Securities and Exchange Commission
450 5th Street, NW.
Washington, D. C. 20549
Re. IMP, Inc.
File No. 0-15858
Ladies and Gentlemen:
Pursuant to the Securities Exchange Act of 1934, enclosed please find the
following documents for filing:
1. Three (3) copies of a Quarterly Report on Form 10-Q,
one of which has been manually numbered and
executed; and
2. Five (5) additional copies of subject Quarterly
Report.
Please acknowledge receipt of this letter by file - stamping the additional copy
provided and returning it to us in the enclosed envelope.
Very truly yours,
Charles S. Isherwood
- ---------------------------
Charles S. Isherwood
Senior Vice President
Chief Financial Officer
CSI/tje
Attach:
<PAGE> 2
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 June 25, 1995 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 0-15858
IMP, Inc.
(Exact name of registrant as specified in its charter)
Delaware 94-2722142
-------- ----------
(State or other jurisdiction (IRS Employer
of incorporation or Identification No.)
organization)
2830 North First Street, San Jose, CA 95134
-----------------------------------------------------
(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code (408) 432-9100
----------------------------------------------
(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
--- ---
<PAGE> 3
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Outstanding at
Common Stock, $0.0001 par value June 25, 1995
26,239,546
<PAGE> 4
IMP, Inc.
FORM 10-Q
FIRST QUARTER
INDEX
Part I: Financial Information (unaudited)
<TABLE>
<CAPTION>
Page
<S> <C>
Condensed Balance Sheet at 4
June 25, 1995 and March 26, 1995
Condensed Statement of 5
Operations for the three months ended
June 25, 1995 and June 26, 1994
Condensed Statement of Cash 6
Flows for the nine months ended
June 25, 1995 and June 26, 1994
Notes to condensed financial 8
statements
Management's discussion and analysis of 10
financial condition and results of
operations
Part II: Other Information
Item 6, Exhibits and Reports on Form 8-K 12
Signatures 13
</TABLE>
<PAGE> 5
IMP, Inc.
CONDENSED BALANCE SHEET
(IN THOUSANDS)
(UNAUDITED)
ASSETS
<TABLE>
<CAPTION>
June 25, March 26,
1995 1995
---- ----
<S> <C> <C>
Current assets:
Cash and cash equivalents, including
restricted cash of $0 and $2,000
at March 26, 1995 $ 8,689 $ 8,484
Accounts receivable - net 10,703 11,799
Inventories 8,757 9,148
Deposits and other current assets 550 739
-------- --------
Total current assets 28,699 30,170
-------- --------
Leasehold improvements and equipment 72,451 69,559
Accumulated depreciation (59,970) (58,583)
-------- --------
Net leasehold improvements and equipment 12,481 10,976
-------- --------
Other long term assets 75 155
-------- --------
41,255 41,301
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Note payable 3,500 6,500
Trade accounts payable 5,620 6,003
Accrued payroll and related expenses 2,003 1,588
Other accrued liabilities 479 459
Current portion of capital
lease obligations 3,915 3,489
-------- --------
Total current liabilities 15,517 18,039
-------- --------
Long-term capital lease
obligations 6,288 4,799
-------- --------
Stockholders' equity:
Common stock 28 28
Additional paid-in capital 67,934 67,540
Accumulated deficit (44,615) (45,208)
Treasury stock at cost (3,897) (3,897)
-------- --------
Less notes receivable from stockholders
Total stockholders' equity 19,450 18,463
-------- --------
41,255 41,301
======== ========
</TABLE>
See notes to unaudited condensed financial statements
<PAGE> 6
IMP, INC.
CONDENSED STATEMENT OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
-------------------------
June 25, June 26,
1995 1994
---- ----
<S> <C> <C>
Net revenues $ 16,510 $ 13,472
Cost of revenues 11,444 9,382
-------- --------
Gross profit 5,066 4,090
Operating expenses:
Research and development 2,264 2,140
Selling, general and administrative 1,821 1,650
-------- --------
Operating income 981 300
-------- --------
Interest:
Expense (399) (297)
Income 23 12
-------- --------
Net interest (376) (285)
-------- --------
Income before provision of
income taxes 605 15
Provision for income taxes 12 --
-------- --------
Net income $ 593 $ 15
======== ========
Net income per share $ .02 $ .0
======== ========
Shares used in computing
net income per share 27,342 26,450
======== ========
</TABLE>
See notes to unaudited condensed financial statements.
<PAGE> 7
IMP, INC.
CONDENSED STATEMENT OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
------------------
June 25, June 26,
1995 1994
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net income $ 593 $ 15
Adjustments to reconcile net income
to net cash provided by
operating activities:
Depreciation and amortization 1,387 1,239
Increase (decrease) from changes in:
Accounts receivable 1,096 (1,700)
Inventories 391 (1,029)
Deposits and other current assets 269 122
Trade accounts payable (383) 360
Accrued payroll and related expenses 415 494
Other current liabilities 20 (120)
------- -------
Total adjustments 3,195 634
------- -------
Net cash provided by operating activities 3,788 (619)
------- -------
Cash flows from investing activities:
Capital expenditures (150) (140)
------- -------
Net cash used for investing activities (150) (140)
------- -------
Cash flows from financing activities:
Payment of principal under capital lease
obligation (827) (615)
Proceeds payments under line of credit (3,000) --
Proceeds from issuance of common stock 394 --
Payment of shareholders note -- --
Net cash used for financing activities (3,433) (391)
------- -------
</TABLE>
<PAGE> 8
<TABLE>
<S> <C> <C>
Net increase (decrease) in cash
and cash equivalents 205 (1,150)
Cash and cash equivalents at beginning of
the period 8,484 7,625
------- -------
Cash and cash equivalents at end of the
period $ 8,689 $ 6,475
------- -------
Supplemental disclosures of cash paid
during the period:
Interest $ 376 $ 297
Income taxes -- --
</TABLE>
See notes to unaudited condensed financial statements.
<PAGE> 9
IMP, INC.
NOTES TO CONDENSED FINANCIAL
STATEMENTS
(UNAUDITED)
1. Basis of presentation
The accompanying unaudited interim consolidated condensed financial
statements have been prepared in conformity with generally accepted
accounting principles, consistent with those applied in, and should be
read in conjunction with, the audited consolidated financial statements
for the year ended March 28, 1995 included in the Annual Report on Form
10-K filed with the Securities and Exchange Commission. The interim
financial information is unaudited, but reflects all adjustments
consisting only of normal recurring adjustments which are, in the
opinion of management, necessary to a fair statement of results for the
interim periods presented. The results for the interim periods are not
necessarily indicative of results to be expected for the fiscal year.
2. Inventories
Inventories consisted of:
<TABLE>
<CAPTION>
June 25, 1995 March 26, 1995
------------- --------------
<S> <C> <C>
Raw Materials $ 1,132 $ 854
Work-in-process 6,624 7,285
Finished goods 1,001 1,009
-------- --------
$ 8,757 $ 9,148
======== ========
</TABLE>
3. Line of Credit
At June 25, 1995, the Company had $3,500,000 borrowing outstanding
under revolving line of credit, which is secured by Accounts
Receivable. The agreement expires on October 5, 1995.
4. Earnings per share
Net income per share is computed on the basis of the weighted average
number of common shares and common equivalent shares outstanding using
the treasury stock method.
<PAGE> 10
5. Contingencies
From time to time, the Company is made aware of various patent-related
and other claims arising in the normal course of business. The Company
evaluates such claims and negotiates license agreements with claimants
as necessary. In the opinion of management, these proceedings will not
have a material adverse effect on the results of operations of the
Company.
<PAGE> 11
Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operation
Net revenues for the first quarter of fiscal 1996 increased by 22% compared to
the same period of the prior year. Net revenue increases are primarily
attributable to increased sales of new foundry products. Strong quarterly
bookings are expected to result in continued revenue increases in second fiscal
quarter.
Cost of revenues in the first quarter of fiscal 1996 was 69.3% of revenues,
compared to 70% for the same quarter in the prior year. The Company believes
that the current higher level of factory utilization will result in improved
efficiency.
Research and development expenses of $2,264,000 for the first quarter of fiscal
1996 year were comparable to the $2,140,000 of the corresponding quarter of the
prior year. The Company anticipates some increase in Research and Development
expenditures, primarily in product development.
Selling, general and administrative expenses were $1,820,000 up from $1,651,000
in the same quarter of the prior year. The increase was due to higher
commissions and payroll costs.
Net interest expense was $376,000 for the first quarter of fiscal 1996 compared
to $285,000 of net interest expense in the same period of the prior year. The
difference was due to increased interest on capitalized equipment leases and
interest on a $3 million term loan completed in fiscal 1995.
Net income of $593,000 for the first fiscal quarter of 1996 represents an
increase from a net income of $15,000 for the corresponding quarter of the prior
year.
Liquidity and Capital Resources
Working capital of the Company increased by $1,051,000 to $13.182 million during
the first quarter of fiscal 1996. As of June 25, 1995, the Company had cash and
cash equivalents of approximately $8.7 million. The Company's current line
expires on October 1, 1995. The Company does not anticipate any difficulties in
obtaining a new line.
The Company believes it present cash position, cash and cash equivalents
generated from operations and its bank lines will be sufficient to meet the
Company's needs through at least fiscal 1996.
<PAGE> 12
Factors Affecting Future Results
While the Company's business conditions appear to be improved, intense
competition and the instability of the world economy, as well as the rapid pace
of technological change make profitability trends difficult to predict.
<PAGE> 13
IMP, Inc.
PART II OTHER INFORMATION
Item 6, Exhibits and Reports on Form 8-K
The Company did file a report on Form 8-K during the quarter ended Dec. 25,
1994. This was associated with increasing the pool for the stock purchase plan.
<PAGE> 14
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.
IMP, Inc.
Registrant
Charles S. Isherwood
- ------------- ---------------------------------
7/17/95 Charles S. Isherwood
Senior Vice President and
Chief Financial Officer
George Rassam
- ------------- ---------------------------------
7/17/95 George Rassam
Controller (Chief Accounting Officer)
<PAGE> 15
[ARTICLE] 5
[CIK] 0000812927
[NAME] BOWNE
[MULTIPLIER] 1000
<TABLE>
<S> <C>
[PERIOD-TYPE] 3-MOS
[FISCAL-YEAR-END] MAR-26-1995
[PERIOD-START] MAR-27-1995
[PERIOD-END] JUN-25-1995
[CASH] 8689
[SECURITIES] 0
[RECEIVABLES] 10703
[ALLOWANCES] 795
[INVENTORY] 8757
[CURRENT-ASSETS] 550
[PP&E] 72451
[DEPRECIATION] (59970)
[TOTAL-ASSETS] 41225
[CURRENT-LIABILITIES] 15517
[BONDS] 0
[COMMON] 28
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[OTHER-SE] 67934
[TOTAL-LIABILITY-AND-EQUITY] 41255
[SALES] 16510
[TOTAL-REVENUES] 16510
[CGS] 11444
[TOTAL-COSTS] 11444
[OTHER-EXPENSES] 4085
[LOSS-PROVISION] 0
[INTEREST-EXPENSE] 376
[INCOME-PRETAX] 605
[INCOME-TAX] 12
[INCOME-CONTINUING] 593
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] 593
[EPS-PRIMARY] .02
[EPS-DILUTED] .02
</TABLE>
