<PAGE>
UNITED STATES 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 April 29, 1995
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OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- -- EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 0-13200
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Astro-Med, Inc.
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(Exact name of registrant as specified in its charter)
Rhode Island 05-0318215
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
600 East Greenwich Avenue, West Warwick, Rhode Island 02893
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(Address of principal executive offices) (Zip Code)
(401) 828-4000
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(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. Yes X . No .
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, $.05 Par Value - 5,028,949 shares
(excluding treasury shares) as of June 9, 1995
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ASTRO-MED, INC.
INDEX
Page No.
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Part I. Financial Information:
Consolidated Balance Sheets -
January 31, 1995 and April 29, 1995...................... 3
Consolidated Statements of Income -
Three Months Ended April 30, 1994 and April 29, 1995..... 4
Consolidated Statements of Cash Flows -
Three Months Ended April 30, 1994 and April 29, 1995..... 5
Notes to Consolidated Financial Statements -
April 29, 1995........................................... 6
Management's Discussion and Analysis of Financial
Condition and Results of Operations...................... 7
Part II. Other Information.................................. 9
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<PAGE>
Part I. FINANCIAL INFORMATION
ASTRO-MED, INC.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
January 31, April 29,
ASSETS 1995 1995
---- ----
(Unaudited)
<S> <C> <C>
CURRENT ASSETS
Cash and Cash Equivalents.................. $ 1,107,191 $ 1,168,474
Securities Available for Sale.............. 6,897,781 6,389,403
Accounts Receivable, Net................... 7,828,393 7,184,767
Inventories................................ 12,893,544 14,085,182
Prepaid Expenses and Other Current Assets.. 2,196,317 1,886,682
----------- -----------
Total Current Assets................... 30,923,226 30,714,508
PROPERTY, PLANT AND EQUIPMENT 15,888,684 16,346,150
Less Accumulated Depreciation.............. 7,254,555 7,549,586
----------- -----------
8,634,129 8,796,564
OTHER ASSETS
Excess of Cost Over Net Assets Acquired.... 1,047,613 1,038,534
Other...................................... 1,572,326 1,571,270
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2,619,939 2,609,804
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$42,177,294 $42,120,876
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts Payable........................... $ 2,850,382 $ 3,212,982
Accrued Compensation....................... 1,015,956 941,497
Accrued Expenses........................... 802,321 312,438
Income Taxes............................... 715,633 724,357
Current Maturities of Long-Term Debt....... 51,703 51,703
----------- -----------
Total Current Liabilities................ 5,435,995 5,242,977
LONG-TERM DEBT, Less Current Maturities...... 244,072 219,072
EXCESS OF NET ASSETS ACQUIRED OVER COST...... 491,115 463,839
DEFERRED INCOME TAXES........................ 726,178 726,178
STOCKHOLDERS' EQUITY
Preferred Stock, $10 Par Value,
Authorized 100,000 Shares, None Issued....
Common Stock, $.05 Par Value, Authorized
13,000,000 Shares, Issued 5,118,268
and 5,119,242 Shares, Respectively........ 255,913 255,962
Additional Paid-In Capital................. 5,515,632 5,523,566
Retained Earnings.......................... 30,355,938 30,546,768
Treasury Stock, at Cost (77,566 Shares
and 90,566 Shares, Respectively).......... (672,755) (788,096)
Cumulative Translation Adjustment.......... (80,722) (58,452)
Net Unrealized Gain (Loss) on Securities
Available for Sale........................ (94,072) (10,938)
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35,279,934 35,468,810
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$42,177,294 $42,120,876
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</TABLE>
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ASTRO-MED, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
Three Months Ended
------------------
April 30, April 29,
1994 1995
---- ----
<S> <C> <C>
Net Sales..................................... $6,550,955 $10,955,296
Cost of Sales................................. 3,656,837 6,712,270
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Gross Profit.................................. 2,894,118 4,243,026
Costs and Expenses:
Selling, General and Administrative......... 2,584,668 3,436,357
Research and Development.................... 627,329 617,340
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3,211,997 4,053,697
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Operating Income (Loss)....................... (317,879) 189,329
Other Income (Expense):
Interest and Dividend Income................ 156,227 99,224
Interest Expense............................ (11,227) (6,088)
Other Income (Expense), Net................. 67,423 181,588
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212,423 274,724
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Income (Loss) before Income Taxes............. (105,456) 464,053
Provision for Income Taxes.................... (52,000) 122,000
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Net Income (Loss)............................. $ (53,456) $ 342,053
========== ===========
Earnings (Loss) Per Common Share.............. $(.01) $.07
===== ====
Weighted Average Number of Common and Common
Equivalent Shares Outstanding............... 5,028,650 5,103,716
========== ===========
Dividends Declared Per Common Share........... $.03 $.03
==== ====
</TABLE>
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ASTRO-MED, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Three Months Ended
------------------
April 30, April 29,
1994 1995
---- ----
<S> <C> <C>
Cash Flows from Operating Activities:
Net Income (Loss)............................... $ (53,456) $ 342,053
Adjustments to Reconcile Net Income to Net
Cash Provided by Operating Activities:
Depreciation and Amortization............... 284,057 276,834
Deferred Income Taxes....................... 8,690
Other....................................... (14,423) 1,062
Changes in Assets and Liabilities:
Accounts Receivable....................... 370,073 643,626
Inventories............................... (1,801,433) (1,191,638)
Other..................................... 132,213 307,694
Accounts Payable and Accrued Expenses..... 1,027,352 (201,742)
Income Taxes.............................. (217,255) 8,724
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Total Adjustments....................... (210,726) (155,440)
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Net Cash Provided (Used) by
Operating Activities........................ (264,182) 186,613
Cash Flows from Investing Activities:
Proceeds from Sales of Securities
Available for Sale............................ 3,532,582 2,508,665
Purchases of Securities Available
for Sale...................................... (2,919,847) (1,892,942)
Purchases of Investments........................ (500,000)
Additions to Property, Plant and Equipment...... (249,996) (457,466)
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Net Cash Provided (Used) by
Investing Activities........................ (137,261) 158,257
Cash Flows from Financing Activities:
Payments of Long-Term Debt...................... (100,000) (25,000)
Proceeds from Common Shares Issued
Under Employee Benefit Plans.................. 11,061 68,896
Purchases of Treasury Stock..................... (176,254)
Dividends Paid.................................. (150,859) (151,229)
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Net Cash Used by Financing Activities......... (239,798) (283,587)
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Net Increase (Decrease) in Cash and Cash
Equivalents..................................... (641,241) 61,283
Cash and Cash Equivalents, Beginning of Period. 1,300,132 1,107,191
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Cash and Cash Equivalents, End of Period.......... $ 658,891 $ 1,168,474
========== ===========
Supplemental Disclosures of Cash Flow
Information:
Cash Paid During the Period for:
Interest.................................... $ 18,473 $ 27,868
Income Taxes................................ $ 225,000 $ 100,456
</TABLE>
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ASTRO-MED, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
April 29, 1995
Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) The accompanying financial statements have been prepared by the Company,
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission, and reflect all adjustments which, in the opinion of
management, are necessary for a fair statement of the results of the interim
periods presented. These financial statements do not include all disclosures
associated with annual financial statements and, accordingly, should be read in
conjunction with footnotes contained in the Company's annual report on Form 10-K
for the year ended January 31, 1995.
(b) Earnings per common share are computed based on the weighted average
number of common shares and common share equivalents outstanding during each
period. Common share equivalents include the dilutive effect of certain stock
options under the treasury stock method. Fully diluted earnings per share have
not been separately presented since they would not be materially different.
Note 2 - INVENTORIES
Inventories are stated at the lower of cost (first-in, first-out) or market
and include material, labor and manufacturing overhead. The components of
inventories were as follows:
<TABLE>
<CAPTION>
January 31, April 29,
1995 1995
---- ----
<S> <C> <C>
Materials and Supplies.. $ 7,508,626 $ 8,492,431
Work-In-Process......... 2,475,326 1,693,493
Finished Goods.......... 2,909,592 3,899,258
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$12,893,544 $14,085,182
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</TABLE>
Note 3 - ACQUISITION
On August 1, 1994, the Company acquired Grass Instrument Co., a privately
held coropration ("Grass"), and Cannon Manufacturing Company, a privately held
corporation ("Cannon") affiliated with Grass by common ownership. Following a
merger, the combined businesses of Grass and Cannon continue as a wholly-owned
subsidiary of the Company under the name "Grass Instrument Co."
On an unaudited proforma basis, assuming Grass and Cannon had been acquired
on February 1, 1993, the Company's consolidated net sales would have been
$8,967,846 for the three months ended April 30, 1994. The proforma effect on
net income and earnings per share is not material.
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ASTRO-MED, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Results of Operations:
- ---------------------
Excluding sales of the new business acquired (see Note 3 of Notes to
Consolidated Financial Statements), net sales for the first quarter of the
current fiscal year increased approximately 30% as compared to a relatively weak
first quarter a year ago. The increase was spread between recorders/printers
and bar code printer products in all geographic market sectors. Including sales
of the new business, net sales were 67% higher than the prior quarter's total.
Sales of the Company's newest products, including the four-color label printer
SUNDANCE, are expected to favorably impact sales later in the year.
Gross profit as a percentage of sales was 39% in the current quarter as
compared to 44% in the first quarter of the prior year. The decline is due in
large part to the inclusion of sales of the new business which has customarily
experienced gross profit margins of approximately 30%. Excluding sales of the
new business, gross profit declined from 44% to 41% as a result of product sales
mix and sales of certain products to dealers and independent sales
representatives who receive a resale discount.
Selling, general and administrative expenses in the current year quarter
without the new business acquired rose by approximately 10% from the prior year
first quarter. While certain expenses increased or decreased, there were no
individually significant expenses affecting the totals. The most substantial
comparative change resulted from additional sales personnel and their related
expenses in the current period.
Research and development costs in the current quarter did not vary
significantly from the previous first quarter. The level of such costs remains
high, however, reflecting the Company's commitment to the development of new and
improved products.
Interest and dividend income decreased noticeably in the current first
quarter compared to the prior period total because of a reduction in invested
funds following the acquisition for cash of the business referred to above.
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ASTRO-MED, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(Continued)
Financial Condition:
- -------------------
Long-term debt appearing in the consolidated balance sheets as of the end of
each respective period consists of the remainder of an industrial development
revenue bond financing used in prior years to construct facilities and make
major acquisitions of machinery and equipment.
The Company's present cash and investment securities, together with funds
generated from operations and capital resources available to it, are expected to
satisfy requirements for working capital and other needs for the foreseeable
future. The additional investment in inventories shown in the latest balance
sheet is in accordance with business plans. No additional long-term financing
is planned.
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<PAGE>
PART II. OTHER INFORMATION
Item 4. Results of Votes of Security Holders
An Annual Meeting of Shareholders of the registrant was held May 2, 1995.
Shareholders were asked to elect a Board of Directors to serve until the next
Annual Meeting of Shareholders or until their successors are elected and
qualified.
In an uncontested election, nominees for directors were elected by the
following votes:
<TABLE>
<CAPTION>
Name of Nominee Votes Votes
for Director For Withheld
--------------- --------- --------
<S> <C> <C>
Albert W. Ondis 3,539,064 3,825
Everett V. Pizzuti 3,539,064 3,825
Jacques V. Hopkins 3,539,064 3,825
Hermann Viets 3,538,389 4,500
Neil K. Robertson 3,538,389 4,500
</TABLE>
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
None.
(b) Reports on Form 8-K:
No reports on Form 8-K have been filed during the quarter for which
this report is filed.
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.
ASTRO-MED, INC.
(Registrant)
Date: June 9, 1995 By /s/A.W. Ondis
-----------------------------
A. W. Ondis, Chairman
(Principal Executive Officer)
Date: June 9, 1995 By /s/Eugene S. Libby
-----------------------------
Eugene S. Libby, Vice
President and Treasurer
(Principal Financial Officer)
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<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM CONSOLIDATED
FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JAN-31-1995
<PERIOD-START> FEB-01-1995
<PERIOD-END> APR-29-1995
<CASH> 1,168,474
<SECURITIES> 6,389,403
<RECEIVABLES> 7,184,767
<ALLOWANCES> 0
<INVENTORY> 14,085,182
<CURRENT-ASSETS> 30,714,508
<PP&E> 16,346,150
<DEPRECIATION> 7,549,586
<TOTAL-ASSETS> 42,120,876
<CURRENT-LIABILITIES> 5,242,977
<BONDS> 219,072
<COMMON> 255,962
0
0
<OTHER-SE> 35,212,848
<TOTAL-LIABILITY-AND-EQUITY> 42,120,876
<SALES> 10,955,296
<TOTAL-REVENUES> 10,955,296
<CGS> 6,712,270
<TOTAL-COSTS> 10,765,967
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 6,088
<INCOME-PRETAX> 464,053
<INCOME-TAX> 122,000
<INCOME-CONTINUING> 342,053
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 342,053
<EPS-PRIMARY> .07
<EPS-DILUTED> .07
</TABLE>
