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 June 30, 1997
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: 1-11007
TOASTMASTER INC.
(Exact name of registrant as specified in its charter)
MISSOURI 43-1204566
(State or other jurisdiction (I.R.S. Employer of
incorporation or organization) Identification No.)
1801 NORTH STADIUM BOULEVARD, COLUMBIA, MISSOURI 6520
(Address of principal executive offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (573) 445-8666
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 [ ]
At July 31, 1997, there were 7,538,250 shares of the registrant's
Common Stock outstanding.
<PAGE>
TOASTMASTER INC.
INDEX
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
Consolidated Statements of Operations -
Quarters Ended June 30, 1997 and 1996 and 3
Six Months Ended June 30, 1997 and 1996
Consolidated Balance Sheets -
June 30, 1997 and 1996 and December 31, 1996 4
Consolidated Statements of Cash Flows -
Six Months Ended June 30, 1997 and 1996 5
Notes to Consolidated Financial Statements 6
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 7-9
PART II. OTHER INFORMATION
ITEM 4. Submission of Matters to a Vote of Security
Holders 10
ITEM 6. Exhibits and Reports on Form 8-K 10
SIGNATURE 11
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
TOASTMASTER INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
QUARTER SIX MONTHS
ENDED JUNE 30 ENDED JUNE 30
1997 1996 1997 1996
Net Sales $27,757 $32,634 $54,072 $59,374
Cost of Sales 22,790 28,352 44,970 51,732
Gross Profit 4,967 4,282 9,102 7,642
Selling, General and
Admin. Expenses 5,573 5,398 10,628 10,382
Operating Loss (606) (1,116) (1,526) (2,740)
Other Income - Interest 343 - 343 -
Other Expense - Interest (868) (926) (1,730) (1,907)
Loss Before Income Taxes (1,131) (2,042) (2,913) (4,647)
Income Tax Benefit (419) (730) (1,060) (1,681)
Net Loss $ (712) $(1,312) (1,853) $(2,966)
Net Loss Per Common and
Common Equivalent Shares
Outstanding $ (0.09) $ (0.17) (0.25) $ (0.39)
Weighted Average Common
and Common Equivalent
Shares Outstanding 7,538 7,538 7,538 7,538
SEE ACCOMPANYING NOTES
<PAGE>
TOASTMASTER INC.
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
6/30/97 12/31/96 6/30/96
ASSETS
Cash $ 79 $ 97 $ 60
Accounts Receivable,less
allowances 23,202 42,704 33,494
Inventories
Finished Goods 34,842 30,043 37,234
Raw Matl.,WIP 9,012 10,811 10,306
LIFO/Inventory Valuation
Reserve (3,777) (6,377) (1,884)
Total Inventory 40,077 34,477 45,656
Deferred Income Tax 2,280 2,280 824
Prepaid Expenses 4,252 1,562 2,901
Total Current Assets 69,890 81,120 82,935
Property, Plant and Equipment
Land 928 926 921
Buildings 9,769 9,057 9,074
Less:Accumulated
Depreciation (5,141) (4,897) (4,661)
Machinery & Equipment 43,614 42,717 41,491
Less: Accumulated
Depreciation (30,543) (29,278) (27,318)
Net Property, Plant &
Equipment 18,627 18,525 19,507
Goodwill, net of accumulated
amortization 3,322 3,378 3,434
Other Assets 1,875 1,831 1,769
$93,714 $104,854 $107,645
LIABILITIES & STOCKHOLDERS' EQUITY
Current Liabilities
Current Installments of
Long-Term Debt $ 2,124 $ 2,145 $ 2,186
Accounts Payable 8,410 3,755 8,617
Accrued Expenses 11,810 13,600 12,419
Total Current Liabilities 22,344 19,500 23,222
Long Term Debt, Excl.
Current Installments 32,782 44,611 41,242
Deferred Income Taxes 579 579 1,036
Total Liabilities 55,705 64,690 65,500
Stockholders' Equity:
Common Stock, $.10 par value 760 760 760
Additional Paid-in Capital 25,340 25,340 25,340
Minimum Pension Liability
Adjustment (227) (227) (267)
Retained Earnings 12,437 14,591 16,617
Equity Adj. - Foreign
Currency Translation (13) (12) (17)
38,297 40,452 42,433
Treasury Stock (288) (288) (288)
Total Stockholders' Equity 38,009 40,164 42,145
$93,714 $104,854 $107,645
SEE ACCOMPANYING NOTES
<PAGE>
TOASTMASTER INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
SIX MONTHS ENDED JUNE 30
1997 1996
Cash flows from operating activities:
Net loss $(1,853) $(2,966)
Adjustments to reconcile net loss to net
cash from operating activities:
Depreciation and amortization 1,868 2,214
Restructuring charge 123 0
Accounts receivable 19,502 31,010
Inventories (5,600) (6,651)
Prepaid expenses & other current
assets (1,629) (620)
Other assets (134) (92)
Accounts payable 4,655 2,674
Accrued liabilities (1,790) (3,468)
Income taxes (1,061) (3,034)
15,934 22,033
Net cash flows provided by
operating activities 14,081 19,067
Cash flows used in investing
activities:
Additions to property,plant and
equipment (1,946) (1,800)
Net cash flows used in investing
activities (1,946) (1,800)
Cash flows from financing activities:
Proceeds from revolving credit
agreement 60,414 70,226
Repayments of revolving credit
agreement (71,184) (86,079)
Dividends paid (301) (303)
Repayment of long-term debt (1,081) (1,085)
Net cash flows used in
financing activities (12,152) (17,241)
Foreign currency translation adjustment (1) (8)
Net increase (decrease) in cash (18) 18
Cash at beginning of period 97 42
Cash at end of period $ 79 $ 60
Cash paid during the period for:
Interest $ 1,871 $ 2,013
Income taxes $ 0 $ 1,401
SEE ACCOMPANYING NOTES
<PAGE>
TOASTMASTER INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. The consolidated financial statements reflect all
adjustments (consisting only of normal recurring adjustments)
which are, in the opinion of management, necessary for a fair
presentation of the financial position and operating results for
the interim periods. These financial statements should be read
in conjunction with the consolidated financial statements for the
year ended December 31, 1996 and notes thereto contained in the
Company's Annual Report to Shareholders incorporated by reference
in the Annual Report on Form 10-K for the year ended December 31,
1996. The results of operations for the interim periods shown
are not necessarily indicative of the results for the entire
fiscal year ending December 31, 1997.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
EXCEPT FOR THE HISTORICAL INFORMATION CONTAINED HEREIN, THE
STATEMENTS MADE IN THIS REPORT ON FORM 10-Q ARE FORWARD-LOOKING
STATEMENTS THAT INVOLVE RISKS AND UNCERTAINTIES. THE COMPANY'S
ACTUAL RESULTS, FINANCIAL CONDITION OR BUSINESS COULD DIFFER
MATERIALLY FROM ITS HISTORICAL RESULTS, FINANCIAL CONDITION OR
BUSINESS, OR THE RESULTS OF OPERATIONS, FINANCIAL CONDITION OR
BUSINESS CONTEMPLATED BY SUCH FORWARD-LOOKING STATEMENTS.
FACTORS THAT COULD CAUSE OR CONTRIBUTE TO SUCH DIFFERENCES
INCLUDE, BUT ARE NOT LIMITED TO, THOSE DISCUSSED UNDER THE
CAPTION "FACTORS THAT MAY AFFECT FUTURE RESULTS OF OPERATIONS,
FINANCIAL CONDITION OR BUSINESS" IN THE COMPANY'S ANNUAL REPORT
ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1996, AS WELL AS
THOSE DISCUSSED ELSEWHERE IN THE COMPANY'S REPORTS FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION.
The following discussion should be read in conjunction with the
attached financial statements and notes thereto, and with the
Company's audited consolidated financial statements and notes
thereto for the fiscal year ended December 31, 1996.
The Company believes that sales of many of its products are
seasonal, with significant quantities of its products given as
gifts, and therefore sell in larger volumes during the Christmas
shopping season. Net sales reflect a reduction from revenues of
amounts related to sales discount programs, including absorption
of out-bound freight and certain allowances for advertising, the
latter of which are accounted for by certain competitors as
"advertising" expense. The Company views these amounts as price
reductions, thereby reducing net sales and lowering gross
profits, as well as selling, general and administrative expense.
As used in this Quarterly Report on Form 10-Q, the term
"revenues" are recorded net of product returns and are before
deduction of items referred to above that are used in computing
net sales. During the periods discussed below, net sales
averaged approximately 95% of revenues.
RESULTS OF OPERATIONS
Net sales decreased 14.7% to $27.8 million for the quarter ended
June 30, 1997 from $32.6 million for the quarter ended June 30,
1996. For the six months ended June 30, 1997, net sales
decreased 9% to $54.1 million from $59.4 million for the
comparable period in 1996.
Kitchen appliance revenues were $22.2 million for the second
quarter of 1997, a decrease of 9.8% from $24.6 million for the
same period in 1996. Revenues from kitchen appliances for the
six months ended June 30, 1997 decreased 8.2% to $42.4 million
from $46.2 million for the six months ended June 30, 1996. An
increase in breadmaker revenues was not sufficient to offset a
decrease in revenues from counter-top ovens, toasters,
wafflemakers and other appliances. Initial wafflebaker production
in China, originally scheduled for March, was delayed until the
third quarter and other products were negatively affected by a
slowdown in retail activity during the quarter.
<PAGE>
Time products revenues were $6.2 million for the quarter ended
June 30, 1997, a decrease of 29.5% from $8.8 million for the
quarter ended June 30, 1996. For the six months ended June 30,
1997, revenues from time products were $13.4 million, a decrease
of 11.3% from $15.1 million for the same period in 1996. A delay
in certain second quarter promotions to later in the year were
the primary reasons for the decrease.
Environmental products revenues were minimal, as the phase out of
this product line continues through 1997.
Revenues from the five largest customers for the second quarter
of 1997 represented approximately 48.9% of revenues. The five
largest customers represented 45.4% of revenues for the second
quarter of 1996. For the six months ended June 30, 1997,
revenues from the five largest customers were 45.9%. Revenues
from the five largest customers were 43.7% for the six months
ended June 30, 1996.
Gross profit was $5.0 million, 18% of net sales, for the quarter
ended June 30, 1997, an increase from $4.3 million, or 13.1% of
net sales, for the comparable period in 1996. Gross profit also
increased for the six months ended June 30 to $9.1 million, or
16.8% of net sales, for 1997 from $7.6 million, or 12.9% of net
sales, for the same period in 1996. The increase as a percentage
of net sales was primarily due to product mix and lower fixed
manufacturing costs, resulting from the restructuring implemented
during the fourth quarter of 1996.
Selling, general and administrative expenses for the quarter
ended June 30, 1997 increased slightly to $5.6 million compared
to $5.4 million for the second quarter of 1996. For the six
months ended June 30, 1997, selling, general and administrative
expenses were $10.6 million, an increase from $10.4 million for
the same period in 1996. Selling and advertising expenses not
directly related to sales, such as new product carton
development, product brochures and trade show expenses were the
primary areas of increased spending. Interest income of $343
thousand in the second quarter of 1997 was from an expected
income tax refund from prior years. Interest expense decreased
to $868 thousand for the quarter ended June 30, 1997 from $926
thousand for the same period in 1996. Interest expense for the
six months ended June 30 decreased to $1.7 million in 1997 from
$1.9 million in 1996. The decrease was primarily due to lower
borrowing levels in 1997.
LIQUIDITY AND CAPITAL RESOURCES
The Company's operations require substantial working capital.
The Company has used available cash flow from operations and
borrowings under its revolving credit agreement to finance
additional working capital, to retire long-term debt and to fund
capital expenditures.
Net cash flows provided by operating activities for the six
months ended June 30, 1997 were $14.1 million. Since December
31, 1996, there was a reduction in accounts receivable of $19.5
million, an increase in inventory of $5.6 million and an increase
in accounts payable of $4.7 million as a result of normal
seasonal patterns.
Cash flows used for additions to property, plant and equipment of
$1.9 million include the cost of new equipment and tooling for
new and existing products, as well as, construction costs for a
warehouse addition for the time products division. Net cash
flows used in financing activities <PAGE> were $12.2 million for the six
months ended June 30, 1997, and were primarily from repayments
under the revolving credit agreement.
At June 30, 1997, amounts outstanding under the revolving credit
agreement were $24.4 million. The Company could borrow an
additional $9.4 million under the terms of the revolving credit
agreement at June 30, 1997. Other long-term debt was $10.5
million, including the current portion of $2.1 million. The
terms of and collateral for the revolving credit agreement and
long-term debt are described in Note 3 of the Notes to the
Consolidated Financial Statements contained in the Company's 1996
Annual Report to shareholders, which note is incorporated herein
by reference.
Principal payments on the long-term debt are expected to be
funded from internally generated cash flow and future borrowings.
The revolving credit agreement expires in November 2001.
NEW ACCOUNTING PRONOUNCEMENT
In February 1997, the Financial Accounting Standards Board issued
Statement No. 128, "Earnings Per Share" which revises the
calculation and presentation provisions of Accounting Principles
Board Opinion 15 and related interpretations. Statement No. 128
is effective for the Company's fiscal year ending December 31,
1997. Retroactive application will be required. The Company
believes the adoption of Statement No. 128 will not have a
significant effect on its reported earnings per share.
<PAGE>
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Annual Meeting of the Stockholders of Toastmaster Inc.
was held on May 13, 1997. The following items were submitted to
a vote:
Item 1. Robert H. Deming and Daniel J. Stubler were elected
as Class III directors. Class II directors (John E. Thompson and
S B. Rymer) and Class I directors (Edward J. Williams and James
L. Hesburgh) continue to serve on the Board until the annual
meeting of stockholders in 1999 and 1998, respectively. The vote
with respect to the election of directors was as follows:
Mr. Deming Mr.Stubler
AFFIRMATIVE VOTES 6,952,233 6,953,733
WITHHELD AUTHORITY 59,813 58,313
Item 2. The selection of KPMG Peat Marwick LLP as the
Company's independent auditors for the year ending December 31,
1997 was approved. The vote was as follows:
AFFIRMATIVE VOTES 6,982,636
NEGATIVE VOTES 18,105
ABSTENTIONS 11,305
A total of 7,012,046 shares were voted. No broker non-votes were
received.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
No reports on Form 8-K were filed during the quarter ended
June 30, 1997.
Exhibits
Exhibit 27 Financial Data Schedule
<PAGE>
SIGNATURE
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.
Dated: TOASTMASTER INC.
August 1, 1997 BY:/s/ John E. Thompson
John E. Thompson
Executive Vice President
Chief Financial Officer
Signing on behalf of the registrant
And as principal financial officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S FORM 10-Q FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1997 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
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