FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED: JULY 31, 1996
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM ___________________________
Commission file number: 0-3136
RAVEN INDUSTRIES, INC.
--------------------------------------------
(Exact name of registrant as specified in its charter)
SOUTH DAKOTA 46-0246171
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
205 EAST 6TH STREET
P.O. BOX 5107
SIOUX FALLS, SD 57117-5107
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
605-336-2750
- -------------------------------------------------------------------------------
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 ____
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.
CLASS OUTSTANDING AS OF JULY 31, 1996
- ---------------- ------------------------------------------------
Common Stock 4,731,579 shares
RAVEN INDUSTRIES, INC. AND SUBSIDIARIES
INDEX
PAGE NO.
PART I-FINANCIAL INFORMATION
Consolidated Balance Sheets-July 31, 1996;
January 31, 1996 and July 31, 1995 3
Consolidated Statements of Income-Three months and six months
ended July 31, 1996 and 1995 4
Consolidated Statements of Cash Flows-
Six months ended July 31, 1996 and 1995 5
Note to Consolidated Financial Statements 6
Computation of Earnings Per Share 7
Management's Discussion and Analysis of Financial
Condition and Results of Operations 8-9
PART II-OTHER INFORMATION 10
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION
RAVEN INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(Dollars in thousands)
7/31/96 01/31/96 7/31/95
-------- --------- --------
<S> <C> <C> <C>
ASSETS
Cash and cash equivalents ................................... $ 2,929 $ 3,804 $ 1,519
Accounts receivable, less allowance for
doubtful accounts of $340, $340 and $383 .................. 15,605 16,002 12,521
Inventories:
Materials ................................................. 15,886 13,317 13,145
In process ................................................ 5,660 5,605 5,882
Finished goods ............................................ 6,522 5,236 7,348
Progress payments ......................................... 0 (261) 0
-------- -------- --------
Total inventories ..................................... 28,068 23,897 26,375
Prepaid expenses and other current assets ................... 493 413 346
Deferred income taxes ....................................... 1,579 1,579 1,414
-------- -------- --------
Total current assets .................................. 48,674 45,695 42,175
-------- -------- --------
Property, plant and equipment ............................... 47,253 45,020 44,555
Less: accumulated depreciation ............................ 28,998 26,951 25,996
-------- -------- --------
Net property, plant & equipment ....................... 18,255 18,069 18,559
Other assets ................................................ 3,655 3,789 3,400
-------- -------- --------
TOTAL ASSETS ................................................ $ 70,584 $ 67,553 $ 64,134
======== ======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current portion of long-term debt ........................... $ 813 $ 813 $ 846
Accounts payable ............................................ 6,074 4,651 4,299
Accrued liabilities and customer advances ................... 8,871 9,307 7,471
-------- -------- --------
Total current liabilities ............................. 15,758 14,771 12,616
Long-term debt, less current portion ........................ 2,682 2,816 3,484
Deferred income taxes ....................................... 815 815 853
Stockholders' equity
Common stock, $1 par value, authorized shares: 100,000,000;
issued: 5,083,982; 5,068,379 and 5,051,908 shares ........ 5,084 5,068 5,052
Paid in capital ........................................... 614 536 416
Retained earnings ......................................... 48,541 46,457 44,047
-------- -------- --------
54,239 52,061 49,515
Less treasury stock, at cost:
352,403; 352,403 and 315,903 shares ................... 2,910 2,910 2,334
-------- -------- --------
Total stockholders' equity ............................ 51,329 49,151 47,181
-------- -------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY .................. $ 70,584 $ 67,553 $ 64,134
======== ======== ========
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
</TABLE>
<TABLE>
<CAPTION>
RAVEN INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(Dollars in thousands except per-share data)
FOR THE THREE FOR THE SIX
MONTHS ENDED: MONTHS ENDED
--------------------------------------------------------------
7/31/96 7/31/95 7/31/96 7/31/95
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net sales ................... $ 31,270 $ 27,253 $ 62,145 $ 55,040
Cost of goods sold .......... 25,872 22,458 50,661 44,469
----------- ----------- ----------- -----------
Gross profit .............. 5,398 4,795 11,484 10,571
----------- ----------- ----------- -----------
Operating expenses
Selling ................... 1,696 1,615 3,450 3,436
Administrative ............ 1,487 1,505 2,993 3,056
----------- ----------- ----------- -----------
3,183 3,120 6,443 6,492
----------- ----------- ----------- -----------
Operating income ............ 2,215 1,675 5,041 4,079
----------- ----------- ----------- -----------
Other income (expense)
Interest .................. (72) (104) (141) (211)
Miscellaneous ............. 48 161 88 244
----------- ----------- ----------- -----------
Income before income taxes .. 2,191 1,732 4,988 4,112
Income taxes ................ 782 615 1,771 1,460
----------- ----------- ----------- -----------
Net income .................. $ 1,409 $ 1,117 $ 3,217 $ 2,652
=========== =========== =========== ===========
Average number of common and
common-equivalent shares
outstanding ............... 4,759,281 4,791,862 4,751,983 4,791,791
=========== =========== =========== ===========
Net income per common and
common-equivalent share ... $ 0.30 $ 0.23 $ 0.68 $ 0.55
=========== =========== =========== ===========
Cash dividends paid per share $ 0.120 $ 0.105 $ 0.240 $ 0.210
=========== =========== =========== ===========
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
</TABLE>
<TABLE>
<CAPTION>
RAVEN INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Dollars in thousands)
FOR THE SIX
MONTHS ENDED:
--------------------
7/31/96 7/31/95
------- -------
<S> <C> <C>
Cash flows from operating activities:
Net income .......................................... $ 3,217 $ 2,652
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization ................... 2,374 2,179
Provision for losses on accounts receivable ..... 45 51
Equity in earnings of affiliate, net of dividends 24 (103)
(Increase) decrease in accounts receivable ...... 352 5,020
(Increase) decrease in inventories .............. (4,171) (4,272)
(Increase) decrease in other current assets ..... (80) 36
Increase (decrease) in operating liabilities .... 987 (2,401)
Other ........................................... 48 (34)
------- -------
Net cash provided by (used in) operating activities . 2,796 3,128
Cash flows from investing activities:
Capital expenditures ................................ (2,536) (2,272)
Other ............................................... 38 112
------- -------
Net cash used in investing activities ............... (2,498) (2,160)
Cash flows from financing activities:
Issuance of short-term debt ......................... 0 3,500
Payment of short-term debt .......................... 0 (3,500)
Long-term debt principal payments ................... (134) (756)
Proceeds from exercise of stock options ............. 94 7
Dividends paid ...................................... (1,133) (995)
Other ............................................... 0 (9)
------- -------
Net cash provided by (used in)
financing activities .............................. 1,173) (1,753)
------- -------
Net increase (decrease) in cash and equivalents ..... (875) (785)
Cash and cash equivalents at beginning of period ...... 3,804 2,304
------- -------
Cash and cash equivalents at end of period ............ $ 2,929 $ 1,519
======= =======
Cash paid during the period for:
Interest .......................................... $ 146 $ 214
Income taxes ...................................... $ 2,167 $ 2,105
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
</TABLE>
RAVEN INDUSTRIES, INC. AND SUBSIDIARIES
NOTE TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
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, they 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 three month and six month periods ended
July 31, 1996 are not necessarily indicative of the results that may be expected
for the year ending January 31, 1997. For further information, refer to the
consolidated financial statements and notes thereto included in the Company's
annual report on Form 10-K for the year ended January 31, 1996.
<TABLE>
<CAPTION>
RAVEN INDUSTRIES, INC. AND SUBSIDIARIES
COMPUTATIONS OF EARNINGS PER COMMON SHARE
(Dollars in thousands except per-share data)
FOR THE THREE FOR THE SIX
MONTHS ENDED: MONTHS ENDED
-------------------------------------------------------
7/31/96 7/31/95 7/31/96 7/31/95
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Net income ........................................... $ 1,409 $ 1,117 $ 3,217 $ 2,652
Earnings per common share
- Primary ........................................ $ 0.30 $ 0.23 $ 0.68 $ 0.55
========== ========== ========== ==========
Earnings per common share
- Fully diluted (1) .............................. $ 0.30 $ 0.23 $ 0.68 $ 0.55
========== ========== ========== ==========
Average number of common and common equivalent shares:
Primary:
Weighted average common
shares outstanding .............................. 4,726,325 4,735,082 4,721,255 4,734,826
Dilutive effect of exercise
of certain stock options ........................ 32,956 56,780 30,728 56,965
---------- ---------- ---------- ----------
Average common shares
- Primary ....................................... 4,759,281 4,791,862 4,751,983 4,791,791
========== ========== ========== ==========
Fully diluted (1):
Weighted average common
shares outstanding .............................. 4,726,325 4,735,082 4,721,255 4,734,826
Dilutive effect of exercise
of certain stock options ........................ 32,956 56,780 30,728 56,965
---------- ---------- ---------- ----------
Average common shares
- Fully diluted ................................. 4,759,281 4,791,862 4,751,983 4,791,791
========== ========== ========== ==========
(1) THIS CALCULATION IS SUBMITTED IN ACCORDANCE WITH REGULATION S-K ITEM
601(b)(11) ALTHOUGH NOT REQUIRED BY FOOTNOTE 2 TO PARAGRAPH 14 OF APB OPINION
NO. 15 BECAUSE IT RESULTS IN DILUTION OF LESS THAN 3%.
</TABLE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FINANCIAL CONDITION
The company's $2.9 million cash balance at July 31, 1996 was $875,000 less than
at the beginning of the year and $1.4 million more than July 31, 1995. The
company's seasonal operations historically have reduced cash during the first
half of the fiscal year and required short-term borrowing. The combination of
strong operating cash flows and opening cash balances have allowed the company
to avoid using its short-term credit facilities during the first half of the
current fiscal year. Both inventory and accounts receivable balances were higher
than one year earlier in support of higher sales levels.
RESULTS OF OPERATIONS
Sales of $31.3 million in the second quarter ended July 31, 1996 were 15 percent
higher than the second quarter of the prior fiscal year. For the six month
period, sales of $62.1 million were up 13 percent from the comparable period of
the prior year. Sales increases occurred in the Plastics and Electronics
business segments. Net income of $1.4 million in the second quarter was 26
percent higher than the comparable period last year. The net income for the
first half was $3.2 million; 21 percent higher than the first half of the prior
year. Stronger operating income in the Plastics segment accounted for much of
the improvement. Earnings per share increased 30 percent and 24 percent for the
three and six months periods, respectively. These percentages are higher than
the net income percentages as a result of a treasury stock purchase during the
fourth quarter of the prior fiscal year.
Electronics segment sales of $9.1 million in the second quarter were 37 percent
higher than the prior year's second quarter. Most of the sales increase was in
contract electronics. Agricultural sales also increased despite a relatively
weak agricultural season caused by extreme weather conditions in many areas of
the United States. The profit impact of higher sales was offset by product
development costs and start-up costs related to new commercial contracts.
Operating income in the second quarter for the Electronics Electronics segment
was $445,000; down 20 percent from one year earlier. For the six month period,
sales of $21.1 million were up 26 percent and operating income of $2.2 million
was down 6 percent in this segment.
Plastics segment sales were $14.2 million in the second quarter; 15 percent
higher than the second quarter of the prior year. Sales of engineered films and
pickup-truck toppers increased over the prior year and plastic tank sales were
slightly lower. Second quarter operating income was $1.1 million; more than
double the $395,000 reported one year earlier. More favorable material pricing
and improved operations at the company's pickup-truck topper plant in Arizona
contributed to the improvement. Plastics segment sales of $28.2 million were 10
percent higher and operating income of $2.1 million was up 75 percent from the
first six months of the prior fiscal year.
Sewn products segment sales of $8.0 million and operating income of $693,000 in
the second quarter were both 4 percent below the comparable period of the prior
year. Six month sales of $12.9 million were slightly higher than the six month
period ended July 31, 1995. Improved order intake has increased backlog in this
segment by 6 percent at July 31, 1996 compared to July 31, 1995. Operating
income for the six months of $778,000 was 42 percent higher than the first six
months of the prior year due primarily to improved operating efficiencies and
higher sales earlier this year.
Consolidated gross profits were up 13 percent in the second quarter, from the
year, earlier as a result of the higher sales, partially offset by higher costs
in the Electronics segment. Second quarter selling and administrative expenses
were up 2 percent over the comparable period last year. As a result, second
quarter consolidated operating income increased by 32 percent. Lower interest
expense reflects the lower borrowing levels in the current fiscal year.
Miscellaneous income declined by $113,000 in the second quarter, compared to the
year earlier quarter due primarily to lower earnings at the company's 50 percent
owned affiliate. Consolidated pretax income was up 27 percent in the second
quarter and 21 percent for the first six months of the year.
PART II-OTHER INFORMATION
Item 1. Legal Proceedings: None
Item 2. Changes in Securities: None
Item 3. Defaults upon Senior Securities: None
Item 4. Submission of Matters to a Vote of Security Holders:
The Company's annual meeting of stockholders was held on May 22, 1996. The
following members were elected to the Company's Board of Directors to hold
office for the ensuing year.
Nominee In Favor Withheld
------- -------- --------
Tony W. Bour 3,912,896 10,291
David A. Christensen 3,913,151 10,036
Mark E. Griffin 3,912,296 10,891
Thomas S. Everist 3,912,596 10,591
Conrad J. Hoigaard 3,912,742 10,445
Kevin T. Kirby 3,913,396 9,791
John C. Skoglund 3,912,202 10,985
Item 5. Other Information: None
Item 6. (a) Exhibits Filed: Exh. 27-Financial Data schedule (for S.E.C. only).
(See Part 1, page 7 for earnings per share computation)
(b) Reports on Form 8-K: None
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.
RAVEN INDUSTRIES, INC.
/s/ Arnold J. Thue
-----------------------------------------
Arnold J. Thueld J. Thue
Vice President, Finance, Secretary
and Treasurer (Principal Financial
and Accounting Officer)
DATE: AUGUST 30, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JAN-31-1997
<PERIOD-END> JUL-31-1996
<CASH> 2,929
<SECURITIES> 0
<RECEIVABLES> 15,945
<ALLOWANCES> 340
<INVENTORY> 28,068
<CURRENT-ASSETS> 48,674
<PP&E> 47,253
<DEPRECIATION> 28,998
<TOTAL-ASSETS> 70,584
<CURRENT-LIABILITIES> 15,758
<BONDS> 2,682
0
0
<COMMON> 5,084
<OTHER-SE> 46,245
<TOTAL-LIABILITY-AND-EQUITY> 70,584
<SALES> 62,145
<TOTAL-REVENUES> 62,145
<CGS> 50,661
<TOTAL-COSTS> 50,661
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 141
<INCOME-PRETAX> 4,988
<INCOME-TAX> 1,771
<INCOME-CONTINUING> 3,217
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,217
<EPS-PRIMARY> 0.68
<EPS-DILUTED> 0.68
</TABLE>
