RONSON CORP
10-Q, 1997-08-14
MISCELLANEOUS CHEMICAL PRODUCTS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-Q

                  QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                        For Quarter Ended  June 30, 1997
                                          --------------- 

                         Commission File Number 1-1031
                                                ------

                               RONSON CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


               New Jersey                          22-0743290
    -------------------------------            -------------------
    (State or other jurisdiction of            (I.R.S. Employer
    incorporation or organization)             Identification No.)


       Corporate Park III-Campus Drive, P.O. Box 6707, Somerset, NJ 08875
       ------------------------------------------------------------------
            (Address of principal executive offices)           (Zip Code)


                                 (908) 469-8300
              ----------------------------------------------------
              (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 [  ]

As of June 30, 1997,  there were  2,926,545  shares of the  registrant's  common
stock outstanding.
<PAGE>
                               RONSON CORPORATION

                                 FORM 10-Q INDEX


    PART I -    FINANCIAL INFORMATION:

                CONSOLIDATED BALANCE SHEETS:                   
                                                               
                        JUNE 30, 1997 AND DECEMBER 31, 1996    
                                                               
                CONSOLIDATED STATEMENTS OF EARNINGS:           
                                                               
                        QUARTER ENDED JUNE 30, 1997 AND 1996   
                                                               
                        SIX MONTHS ENDED JUNE 30, 1997 AND 1996
                                                               
                CONSOLIDATED STATEMENTS OF CASH FLOWS:         
                                                               
                        SIX MONTHS ENDED JUNE 30, 1997 AND 1996
                                                               
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS     
                                                               
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF        
                        FINANCIAL CONDITION AND RESULTS OF     
                        OPERATIONS                             
                

    PART II -   OTHER INFORMATION:

                ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K         


<PAGE>
<TABLE>
<CAPTION>
               RONSON CORPORATION AND ITS WHOLLY OWNED SUBSIDIARIES
                            CONSOLIDATED BALANCE SHEETS
               ----------------------------------------------------
                             (in thousands of dollars)
                 

                                                         June 30,     December 31,
                                                           1997          1996
                                                         --------      --------
                                                        (unaudited)
<S>                                                      <C>           <C>
      ASSETS                                               
CURRENT ASSETS:
Cash ...............................................     $    153      $    116
Accounts receivable - net ..........................        1,628         1,617
Inventories:
  Finished goods ...................................        2,499         2,428
  Work in process ..................................          132           160
  Raw materials ....................................          746           520
                                                         --------      --------
                                                            3,377         3,108
Other current assets ...............................        1,195           971
                                                         --------      --------
      TOTAL CURRENT ASSETS .........................        6,353         5,812
                                                         --------      --------
Property, plant and equipment, at cost:
  Land .............................................           19            19
  Buildings and improvements .......................        3,677         3,638
  Machinery and equipment ..........................        4,927         5,678
  Construction in progress .........................           55            55
                                                         --------      --------
                                                            8,678         9,390
Less accumulated depreciation and amortization .....        5,064         5,056
                                                         --------      --------
                                                            3,614         4,334
Intangible pension assets ..........................          326           357
Other assets .......................................          800           775
Other assets of discontinued operations ............          832           826
                                                         --------      --------
                                                         $ 11,925      $ 12,104
                                                         ========      ========
  LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Short-term debt ....................................     $  1,902      $  2,084
Current portion of long-term debt and leases .......          528           706
Accounts payable ...................................        2,270         1,477
Accrued expenses ...................................        1,641         1,911
Current liabilities of discontinued operations .....        1,588         1,753
                                                         --------      --------
      TOTAL CURRENT LIABILITIES ....................        7,929         7,931
                                                         --------      --------
Long-term debt and leases ..........................        2,035         2,602
Pension obligations ................................          263           268
Other long-term liabilities ........................           87            93

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
               RONSON CORPORATION AND ITS WHOLLY OWNED SUBSIDIARIES
                            CONSOLIDATED BALANCE SHEETS
               ----------------------------------------------------
                             (in thousands of dollars)
                                   (continued)
                 

                                                         June 30,     December 31,
                                                           1997          1996
                                                         --------      --------
                                                        (unaudited)
<S>                                                      <C>           <C>
STOCKHOLDERS' EQUITY:
Preferred stock ....................................            2             8
Common stock .......................................        2,989         1,864
Additional paid-in capital .........................       29,227        30,345
Accumulated deficit ................................      (27,597)      (27,936)
Unrecognized net loss on pension plans .............       (1,371)       (1,441)
Cumulative foreign currency translation adjustment .          (45)          (36)
                                                         --------      --------
                                                            3,205         2,804
Less cost of treasury shares .......................        1,594         1,594
                                                         --------      --------
      TOTAL STOCKHOLDERS' EQUITY ...................        1,611         1,210
                                                         --------      --------
                                                         $ 11,925      $ 12,104
                                                         ========      ========


See notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
              RONSON CORPORATION AND ITS WHOLLY OWNED SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF EARNINGS
           -----------------------------------------------------------
          (in thousands of dollars, except per share data) (unaudited)

                                                                                                     
                                                              Quarter Ended
                                                                 June 30,
                                                           ---------------------
                                                            1997          1996 *
                                                           ------         ------
<S>                                                        <C>            <C>
NET SALES ........................................         $5,894         $6,919
                                                           ------         ------
Cost and expenses:
  Cost of sales ..................................          3,816          4,522
  Selling, shipping and advertising ..............            904            861
  General and administrative .....................            809            845
  Depreciation and amortization ..................             93            121
                                                           ------         ------
                                                            5,622          6,349
                                                           ------         ------

EARNINGS FROM OPERATIONS .........................            272            570
                                                           ------         ------
Other expense:
  Interest expense ...............................            128            196
  Other-net ......................................             30             27
                                                           ------         ------
                                                              158            223
                                                           ------         ------

EARNINGS BEFORE INCOME TAXES .....................            114            347

Income tax benefits-net ..........................             47             83
                                                           ------         ------

NET EARNINGS .....................................         $  161         $  430
                                                           ======         ======


NET EARNINGS PER COMMON SHARE:

  Assuming no dilution ...........................         $ 0.05         $ 0.22
                                                           ======         ======

  Assuming full dilution .........................         $ 0.05         $ 0.16
                                                           ======         ======



See notes to consolidated financial statements.

* Reclassified for comparability.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
              RONSON CORPORATION AND ITS WHOLLY OWNED SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF EARNINGS
          ----------------------------------------------------------- -
          (in thousands of dollars, except per share data) (unaudited)

                                                                                         

                                                             Six Months Ended
                                                                 June 30,
                                                         -----------------------
                                                           1997          1996 *
                                                         -------         -------
<S>                                                      <C>             <C>
NET SALES ......................................         $11,497         $12,682
                                                         -------         -------
Cost and expenses:
  Cost of sales ................................           7,305           8,213
  Selling, shipping and advertising ............           1,817           1,673
  General and administrative ...................           1,617           1,623
  Depreciation and amortization ................             212             239
                                                         -------         -------
                                                          10,951          11,748
                                                         -------         -------

EARNINGS FROM OPERATIONS .......................             546             934
                                                         -------         -------
Other expense:
  Interest expense .............................             251             378
  Other-net ....................................              42              55
                                                         -------         -------
                                                             293             433
                                                         -------         -------

EARNINGS BEFORE INCOME TAXES ...................             253             501

Income tax benefits-net ........................              86             162
                                                         -------         -------

NET EARNINGS ...................................         $   339         $   663
                                                         =======         =======


NET EARNINGS PER COMMON SHARE:

  Assuming no dilution .........................         $  0.11         $  0.32
                                                         =======         =======

  Assuming full dilution .......................         $  0.11         $  0.25
                                                         =======         =======



See notes to consolidated financial statements.

* Reclassified for comparability.

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    RONSON CORPORATION AND ITS WHOLLY OWNED SUBSIDIARIES
                            CONSOLIDATED STATEMENTS OF CASH FLOWS
                    ----------------------------------------------------
                            (in thousands of dollars) (unaudited)

                                                                          Six Months Ended
                                                                             June 30,
                                                                       ---------------------
                                                                          1997        1996 *
                                                                       -------      -------
<S>                                                                    <C>          <C>
Cash Flows from Operating Activities:
Net earnings .....................................................     $   339      $   663
Adjustments to reconcile net earnings to net cash
   provided by (used in) operating activities:
   Depreciation and amortization .................................         212          239
   Deferred income tax benefits ..................................        (101)        (224)
   Increase (decrease) in cash from changes in:
      Accounts receivable ........................................         (11)        (928)
      Inventories ................................................         406         (658)
      Other current assets .......................................        (245)        (171)
      Accounts payable ...........................................         793          636
      Accrued expenses ...........................................        (263)        (293)
   Net change in pension-related accounts ........................         (77)         (40)
   Other .........................................................          12          (35)
                                                                       -------      -------
      Net cash provided by (used in)
         operating activities ....................................       1,065         (811)
                                                                       -------      -------
Cash Flows from Investing Activities:
      Net cash used in investing activities,
         capital expenditures .....................................       (101)        (297)
                                                                       -------      -------
Cash Flows from Financing Activities:
Proceeds from short-term debt .....................................        142        1,677
Proceeds from exercise of stock options............................        --            80
Payments of short-term debt .......................................       (324)        (514)
Payments of long-term debt ........................................       (691)        (144)
Payments of long-term lease obligations............................        (54)         (32)
                                                                       -------      -------
      Net cash provided by (used in)
         financing activities ....................................        (927)       1,067
                                                                       -------      -------
   Net increase (decrease) in cash ...............................          37          (41)

   Cash at beginning of period ...................................         116           64
                                                                       -------      -------

   Cash at end of period .........................................     $   153      $    23
                                                                       =======      =======

See notes to consolidated financial statements.

* Reclassified for comparability.
</TABLE>
<PAGE>
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
         FOR THE QUARTER AND SIX MONTHS ENDED JUNE 30, 1997 (unaudited)


Note 1: ACCOUNTING POLICIES

         Basis of Financial  Statement  Presentation - The information as of and
for the  three-month  and  six-month  periods  ended  June 30,  1997 and 1996 is
unaudited.  In the opinion of management,  all adjustments  necessary for a fair
presentation of the results of such interim periods have been included.

         Per Common  Share Data - Net  earnings  per common  share,  assuming no
dilution,  was  computed by dividing  net  earnings  less  cumulative  preferred
dividends by the weighted average number of common shares outstanding.

         Net earnings per common share, assuming full dilution,  was computed by
dividing  net  earnings  by  the  weighted   average  number  of  common  shares
outstanding  plus the  assumed  conversion  of the  preferred  shares  to common
shares.

         In February 1997, the Financial  Accounting Standards Board issued SFAS
No. 128,  "Earnings per Share",  which  establishes  standards for computing and
presenting  earnings per share. The Company will give effect to this standard at
December 31, 1997. The Company believes  implementation of SFAS No. 128 will not
have a material impact on earnings per share.

         The  weighted   average   number  of  common   shares  used  for  these
computations was as follows:

                                                    Quarter Ended
                                                       June 30,
                                                --------------------
                                                   1997       1996
                                                   ----       ----

                Assuming no dilution            2,921,046  1,794,730
                Assuming full dilution          3,100,280  2,632,845

                                                  Six Months Ended
                                                       June 30,
                                                --------------------
                                                   1997       1996
                                                   ----       ----

                Assuming no dilution            2,825,361  1,781,222
                Assuming full dilution          3,060,881  2,621,348

         On November 15, 1996,  the Company issued an Offer to owners of its 12%
Cumulative  Convertible  Preferred  Stock to exchange  their shares of preferred
stock for shares of common  stock at the rate of 1.7 shares of common  stock for
each share of preferred.  As of June 30, 1997, the Company had accepted  661,595
shares of preferred stock for exchange under the Company's  Exchange Offer. As a
result,  at June 30,  1997,  the  Company  had  outstanding  176,000  shares  of
preferred stock and 2,926,545 shares of common stock.

         Discontinued  Operations - In December 1989, the Company adopted a plan
to  discontinue  the  operations  in 1990 of one of its New  Jersey  facilities,
Ronson Metals Corporation,  subsequently renamed Prometcor,  Inc. ("Prometcor").
As a result,  the operations of Prometcor have been  classified as  discontinued
operations  in the  accompanying  Consolidated  Statements of Earnings and other
related operating statement data.

         This quarterly  report should be read in conjunction with the Company's
Annual Report on Form 10-K.


Note 2: SHORT-TERM DEBT

         In January 1995, Ronson Consumer Products  Corporation ("RCPC") entered
into an agreement with Summit Bank ("Summit"),  formerly United Jersey Bank, for
a Revolving Loan and a Term Loan. In March 1997, RCPC and Summit extended RCPC's
Revolving Loan by over three years to June 30, 2000. The extended agreement also
amended certain other terms of the Revolving Loan agreement.  The Revolving Loan
of $1,013,000  at June 30, 1997  provides a line of credit up to $2,500,000  (an
increase  in 1997 of  $500,000  from  the  prior  $2,000,000)  to RCPC  based on
accounts  receivable and inventory.  The balance of the Term Loan was $63,000 at
June 30,  1997,  and is to be  repaid in  monthly  installments  of $6,250  plus
interest through April 1, 1998.

         In July 1997,  RCPC and Summit  amended the Revolving Loan agreement to
provide  $400,000 in  additional  loan  availability.  The  $400,000  additional
available loan will be repaid in monthly amounts of $14,583 from October 1997 to
March 1998 and $20,833 from April 1998 to June 1999.

         At June 30, 1997, Ronson Aviation,  Inc. ("Ronson  Aviation") had notes
payable consisting of the following: 1) $608,000 due to Raytheon Aircraft Credit
Corp., formerly Beech Acceptance Corporation, Inc.; 2) $177,000 due to Greentree
Financial  Servicing   Corporation;   and  3)  $58,000  due  to  Cessna  Finance
Corporation.  These notes are each collateralized by specific aircraft,  and the
notes are to be repaid from the proceeds from the sale of the aircraft.


Note 3: LONG-TERM DEBT

         Ronson  Aviation  and  Bank  of New  York/National  Community  Division
("BONY/NCD")  have extended the Ronson Aviation mortgage to August 31, 1997. The
mortgage  balance had been due to be paid in January 1997.  Ronson  Aviation and
the Company  expect that the BONY/NCD  mortgage loan will be repaid in the third
quarter  of 1997 with a new term  loan for  Ronson  Aviation  from  Summit.  The
mortgage balance was $294,000 at June 30, 1997.


Note 4: CONTINGENCIES

         On August 31, 1995,  the Company  received a General Notice Letter from
the United States Environmental  Protection Agency ("USEPA"),  which the Company
believes will not have a material  effect on the Company's  financial  position.
The General  Notice Letter  notified the Company that the USEPA  considered  the
Company one of about four thousand Potentially Responsible Parties ("PRP's") for
waste  disposed  of prior to 1980 at a landfill in  Monterey  Park,  California,
which the USEPA  designated as a Superfund site ("Site").  The USEPA  identified
manifests  dated from 1974  through  1979 which  allegedly  indicate  that waste
originating  at  the  location  of  the  Company's  former  Duarte,  California,
hydraulic  subsidiary  was  delivered to the Site.  The Company sold the Duarte,
California,  hydraulic subsidiary to the Boeing Corporation in 1981. As a result
of  successfully  challenging the USEPA's  original  volumetric  allocation,  on
September  29, 1995,  the USEPA  reduced the volume of waste  attributed  to the
Duarte  facility,   Ronson  Hydraulic  Units  Corporation   ("RHUCOR-CA"),   and
determined the volume to be "de minimis".  In addition,  counsel for this matter
has informed the Company that factual arguments are available that could further
reduce the amount of waste  attributed  to the  hydraulic  subsidiary,  and that
arguments  also  exist  that the  subsequent  owners of the  facility  should be
required to pay a significant  portion,  or possibly all, of the costs the USEPA
determines  to be due as a result of  RHUCOR-CA's  waste having been sent to the
Site.  Although the  Company's  final  contribution  amount,  if any, is not yet
determinable,  in the General  Notice  Letter,  the USEPA  offered to  partially
settle the  matter if the  Company  paid  $212,000,  which  would have been full
settlement of the Fifth Partial Consent Decree.  This offer,  however,  was made
prior to the USEPA  reduction of the volume of waste  allocated to RHUCOR-CA and
prior to the USEPA determination that the waste volume is "de minimis".  Because
the USEPA has determined  that the volume of waste generated by the facility and
sent to the Site is "de  minimis",  and  because  the  USEPA  has sent a General
Notice Letter to another PRP for the same waste,  the Company  believes that the
cost,  if any,  will not  have a  material  effect  on the  Company's  financial
position.

         The Company is the Defendant in a product  liability lawsuit pending in
the Superior Court of Wilkinson County,  Georgia,  entitled,  PRINEST G. HAMMOND
AND SCARLETT W. HAMMOND, AS PARENTS, GUARDIANS, AND NEXT FRIENDS OF FABIAN GAYLE
HAMMOND, A MINOR, AND PRINEST G. HAMMOND AND SCARLETT W. HAMMOND,  INDIVIDUALLY,
V. RONSON  CORPORATION,  in which  Plaintiffs  seek damages for an incident that
allegedly occurred in December 1994, when a spark from an unidentified cigarette
lighter  ignited the clothing of Fabian  Gayle  Hammond  after he had  allegedly
allowed  lighter fluid to leak onto his pants.  The case was filed in June 1996.
The Plaintiffs seek substantial special damages and punitive damages.  Discovery
has not been  completed,  and,  therefore,  the  Company's  counsel is unable to
render an opinion about  whether the  likelihood  of an  unfavorable  outcome is
either "probable" or "remote". However, counsel for the Company has advised that
substantial   defenses  exist  and  is  vigorously  defending  this  litigation.
Management believes that the claim is without merit and a loss, if any, would be
well within the limits of insurance coverage.

         The  Company  is  involved  in  various  other   lawsuits  and  claims.
Management  believes that the outcome of these lawsuits and claims will not have
a material adverse effect on the Company's financial position.

         Largely as the result of increased cost of product liability insurance,
the Company has  secured  smaller  amounts of  liability  insurance  than it had
purchased prior to 1987. While the Company has increased the amounts of coverage
purchased  in the last three  years and the  Company  has never  settled or been
liable for claims for  amounts in excess of the reduced  level of  coverage  now
available,  the present level of insurance  represents a potential  exposure for
the Company.


Note 5. STATEMENTS OF CASH FLOWS

         Certificates  of deposit  that have a maturity of three  months or more
are  not  considered  cash   equivalents   for  purposes  of  the   accompanying
Consolidated  Statements of Cash Flows.  Supplemental  disclosures  of cash flow
information (in thousands):

                                          Six Months Ended June 30,
                                          -------------------------
                                              1997         1996
                                              ----         ----
        Cash Payments for:
                Interest                      $265         $362
                Income taxes                    36           43

<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

Second Quarter 1997 Compared to Second Quarter 1996 and First Half 1997 Compared
to First Half 1996.

         The Registrant,  Ronson Corporation (the "Company"),  had Earnings from
Operations in the first half of 1997 of $546,000, as compared to $934,000 in the
first half of 1996. The Company's Earnings from Operations in the second quarter
of 1997 were $272,000 compared to $570,000 in the second quarter of 1996.

         The  Company's  Consolidated  Net Sales were  $5,894,000  in the second
quarter of 1997 as compared to  $6,919,000  in the second  quarter of 1996.  The
Company's  Consolidated  Net Sales were $11,497,000 in the first half of 1997 as
compared  to  $12,682,000  in the  first  half of 1996.  Net  Sales of  consumer
products at Ronson  Consumer  Products  Corporation  ("RCPC"),  Woodbridge,  New
Jersey, and Ronson Corporation of Canada, Ltd.  ("Ronson-Canada"),  Mississauga,
Ontario,  (together "Ronson Consumer  Products")  decreased by 15% in the second
quarter of 1997 as compared to the second  quarter of 1996.  Net Sales at Ronson
Consumer Products  decreased by 10% in the first half of 1997 as compared to the
first half of 1996.  The decreases in Net Sales at Ronson  Consumer  Products in
the 1997 periods were primarily due to decreased  shipments of lighter products.
Net Sales at Ronson Aviation,  Inc. ("Ronson  Aviation"),  Trenton,  New Jersey,
decreased by 15% in the second quarter of 1997 compared to the second quarter of
1996 and decreased by 8% in the first half of 1997 as compared to the first half
of 1996. The decreases in Net Sales at Ronson Aviation in the second quarter and
first  half of 1997  were  primarily  due to lower  aircraft  sales  which  were
partially  offset by increased  sales of general  aviation  services in the 1997
periods.

         In the  second  quarter  of  1997,  Consolidated  Cost of  Sales,  as a
percentage of Net Sales,  was unchanged at 65% compared to 1996 and was lower at
64% in the first half of 1997  compared  to 65% in the first  half of 1996.  The
Cost of Sales  percentage at Ronson  Consumer  Products  increased to 54% in the
second  quarter of 1997  compared  to 53% in the second  quarter of 1996 and was
unchanged at 53% in the first half of 1997  compared to 1996.  The Cost of Sales
percentage at Ronson Aviation  decreased to 84% in the second quarter of 1997 as
compared to 87% in the second  quarter of 1996  primarily due to a change in the
mix of products sold and lower operating  costs. The Cost of Sales percentage at
Ronson  Aviation was reduced to 85% in the first half of 1997 compared to 90% in
the first half of 1996 primarily due to a change in the mix of products sold and
lower operating costs.

         Consolidated   Selling,   Shipping  and  Advertising   Expenses,  as  a
percentage of Net Sales, increased to 15% in the second quarter of 1997 from 12%
in the second  quarter of 1996 and to 16% in the first half of 1997  compared to
13% in the first half of 1996 primarily due to increases in costs of selling and
advertising at Ronson Consumer Products as the result of the introduction of the
Windii lighter, a new lighter product.

         The Earnings from Operations at Ronson Aviation improved  substantially
in 1997 as  compared to the same period in 1996.  Ronson  Aviation's  1997 first
half  Earnings  from  Operations  were  $104,000  as  compared  to a  Loss  from
Operations in the first half of 1996 of $78,000,  an  improvement of $182,000 in
operating earnings.

         Interest  Expense  decreased to $128,000 in the second  quarter of 1997
from $196,000 in the second quarter of 1996 and to $251,000 in the first half of
1997 from $378,000 in the first half of 1996 primarily due to reduced short-term
and long-term debt at Ronson  Aviation  because of lower aircraft  inventory and
aircraft equipment in the 1997 periods compared to the 1996 periods.


FINANCIAL CONDITION

         The Company's  Stockholders'  Equity improved to $1,611,000 at June 30,
1997 from  $1,210,000 at December 31, 1996.  The  improvement of $401,000 in the
1997  Stockholders'  Equity was  primarily  due to the Net Earnings in the first
half of 1997. At June 30, 1997, the Company had a deficiency in working  capital
of $1,576,000  as compared to  $2,119,000 at December 31, 1996.  The increase of
$543,000 in working capital was primarily due to first half of 1997 Net Earnings
of $339,000 and to the sale of aircraft equipment at Ronson Aviation.

         The  change in cash from  changes in  inventories  was an  increase  of
$406,000  in the first half of 1997 as compared to a decrease of $656,000 in the
first  half of  1996.  This  change  was  primarily  due to  decreased  aircraft
inventory at Ronson Aviation in the first half of 1997 and to increased aircraft
inventory  at  Ronson  Aviation  in the first  half of 1996.  The  reduction  in
aircraft  inventory in the first half of 1997 also resulted in lower  short-term
debt at June 30, 1997 compared to December 31, 1996.

         The change in cash from changes in accounts  receivable  was a decrease
of $11,000 in the first half of 1997 as  compared  to a decrease  of $928,000 in
the  first  half of 1996.  This  increase  in  accounts  receivable  in 1996 was
primarily the result of extended terms provided by Ronson Consumer Products to a
new customer and to a receivable of Ronson Aviation resulting from the June 1996
sale of an aircraft.

         The change in cash from changes in accounts  payable was an increase of
$793,000 in the first half of 1997 as compared to an increase of $636,000 in the
first  half of 1996.  The  increases  in the  first  half of 1997 and 1996  were
primarily  the result of the timing of materials  purchased  by Ronson  Consumer
Products from its suppliers to meet sales requirements.

         In January  1995,  RCPC  entered  into an  agreement  with  Summit Bank
("Summit"),  formerly  United Jersey Bank, for a Revolving Loan and a Term Loan.
In March 1997,  RCPC and Summit  extended  RCPC's  Revolving  Loan by over three
years to June 30, 2000. The extended  agreement also amended certain other terms
of the Revolving Loan agreement, including a 1/2% reduction in the interest rate
to 1-1/2% above prime from 2% above prime.  The Revolving  Loan of $1,013,000 at
June 30, 1997 provides a line of credit up to $2,500,000 (an increase in 1997 of
$500,000 from the prior  $2,000,000)  to RCPC based on accounts  receivable  and
inventory.

         In July 1997,  RCPC and Summit  amended the Revolving Loan agreement to
provide  $400,000 in  additional  loan  availability.  The  $400,000  additional
available loan will be repaid in monthly amounts of $14,583 from October 1997 to
March 1998 and $20,833 from April 1998 to June 1999.

         Ronson  Aviation  and  Bank  of New  York/National  Community  Division
("BONY/NCD")  have extended the Ronson Aviation mortgage to August 31, 1997. The
mortgage  balance had been due to be paid in January 1997.  Ronson  Aviation and
the Company  expect that the BONY/NCD  mortgage loan will be repaid in the third
quarter  of 1997 with a new term loan which is  currently  being  processed  for
Ronson Aviation by Summit. The mortgage balance was $294,000 at June 30, 1997.

         The Company has continued to meet its  obligations as they have matured
and management  believes that the Company will continue to meet its  obligations
through  internally  generated funds from future net earnings and  depreciation,
established  external financing  arrangements,  potential  additional sources of
financing and existing cash balances.


PART II - OTHER INFORMATION

ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K

        (a) Exhibits

            (11) Statement re computation of per share
                 earnings is attached hereto as Exhibit 11.

         (b) Reports on Form 8-K

             None.
<PAGE>
                                   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.


                                        RONSON CORPORATION



    Date:  August 14, 1997              /s/Louis V. Aronson II
           ---------------              ------------------------------
                                        Louis V. Aronson II, President
                                        and Chief Executive Officer

                                        (Signing as Duly Authorized
                                         Officer of the Registrant)



    Date:  August 14, 1997              /s/Daryl K. Holcomb
           ---------------              ------------------------------
                                        Daryl K. Holcomb
                                        Vice President &
                                        Chief Financial Officer,
                                        Controller and Treasurer

                                        (Signing as Chief Financial
                                         Officer of the Registrant)

<TABLE>
<CAPTION>
RONSON CORPORATION                                                    Exhibit 11
CALCULATION OF EARNINGS PER COMMON SHARE
(Dollars in thousands, except per common share data) (unaudited)



                                                           Quarter Ended
                                                             June 30,
                                                    ----------------------------
                                                       1997             1996
                                                    -----------      -----------
<S>                                                 <C>              <C>
Assuming No Dilution
                                                                     
       Net earnings ...........................     $       161      $       430
       Less cumulative preferred dividends ....              (9)             (44)
                                                    -----------      -----------

       Net earnings applicable to common stock      $       152      $       386
                                                    ===========      ===========
       Weighted average number of common shares
          outstanding (1) .....................       2,921,046        1,794,730
                                                    -----------      -----------

       Net earnings per common share ..........     $      0.05      $      0.22
                                                    ===========      ===========


Assuming Full Dilution
                                                                      
       Net earnings ...........................     $       161      $       430
                                                    ===========      ===========
       Weighted average number of common shares
          outstanding (1) .....................       2,921,046        1,794,730
       Additional common shares outstanding
          resulting from assumed conversion of
          preferred stock to common stock .....         179,234          838,115
                                                    -----------      -----------

       Total ..................................       3,100,280        2,632,845
                                                    ===========      ===========

       Net earnings per common share ..........     $      0.05      $      0.16
                                                    ===========      ===========
</TABLE>

(1)       The dilution due to the outstanding  stock options was less than 3% in
          the second quarters of 1997 and 1996 and, therefore, the stock options
          were not included as common stock equivalents for those periods.
<PAGE>
<TABLE>
<CAPTION>
RONSON CORPORATION                                                    Exhibit 11
CALCULATION OF EARNINGS PER COMMON SHARE
(Dollars in thousands, except per common share data) (unaudited)(continued)


                                                         Six Months Ended
                                                             June 30,
                                                    ----------------------------
                                                        1997            1996
                                                    -----------      -----------
<S>                                                 <C>              <C>
Assuming No Dilution

       Net Earnings ...........................     $       339      $       663
       Less Cumulative Preferred Dividends ....             (18)             (88)
                                                    -----------      -----------
       Net Earnings from Continuing Operations
          Applicable to Common Stock ..........     $       321      $       575
                                                    ===========      ===========
       Weighted average number of common shares
          outstanding (1) .....................       2,825,361        1,781,222
                                                    -----------      -----------

       Net Earnings per Common Share ..........     $      0.11      $      0.32
                                                    ===========      ===========


Assuming Full Dilution

       Net Earnings ...........................     $       339      $       663
                                                    ===========      ===========
       Weighted average number of common shares
          outstanding (1) .....................       2,825,361        1,781,222
       Additional common shares outstanding
          resulting from assumed conversion of
          preferred stock to common stock .....         235,520          840,126
                                                    -----------      -----------

       Total ..................................       3,060,881        2,621,348
                                                    ===========      ===========

       Net Earnings per Common Share ..........     $      0.11      $      0.25
                                                    ===========      ===========
</TABLE>

(1)       The dilution due to the outstanding  stock options was less than 3% in
          the six months of 1997 and 1996 and, therefore, the stock options were
          not included as common stock equivalents for those periods.

<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-END>                               JUN-30-1997
<CASH>                                             153
<SECURITIES>                                         0
<RECEIVABLES>                                    1,707
<ALLOWANCES>                                      (79)
<INVENTORY>                                      3,377
<CURRENT-ASSETS>                                 6,353
<PP&E>                                           8,678
<DEPRECIATION>                                   5,064
<TOTAL-ASSETS>                                  11,925
<CURRENT-LIABILITIES>                            7,929
<BONDS>                                          2,035
                                0
                                          2
<COMMON>                                         2,989
<OTHER-SE>                                     (1,380)
<TOTAL-LIABILITY-AND-EQUITY>                    11,925
<SALES>                                         11,497
<TOTAL-REVENUES>                                11,497
<CGS>                                            7,305
<TOTAL-COSTS>                                    7,305
<OTHER-EXPENSES>                                 3,679
<LOSS-PROVISION>                                     9
<INTEREST-EXPENSE>                                 251
<INCOME-PRETAX>                                    253
<INCOME-TAX>                                      (86)
<INCOME-CONTINUING>                                339
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       339
<EPS-PRIMARY>                                     0.11
<EPS-DILUTED>                                     0.11
        

</TABLE>


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