SECURITIES & 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 September 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
For the transition period from to
Commission file numbe 0-20680
Concepts Direct, Inc.
(Exact name of registrant as specified in its charter)
Delaware 52-1781893
(State or other jurisdiction (I.R.S. employer
of incorporation or organization) identification No.)
1351 South Sunset Street, Longmont, CO 80501
(Address of principal executive offices, Zip Code)
(303)772-9171
(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 November 8, 1996, 2,120,108 shares of Common Stock, $.10 par value,
were outstanding.
CONCEPTS DIRECT, INC.
FORM 10-Q
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements:
Balance Sheets as of September 30, 1996 and December 31, 1995
Statements of Operations for the three and nine months ended
September 30, 1996 and September 30, 1995
Statements of Cash Flows for the nine months ended September
30, 1996 and September 30, 1995
Notes to Financial Statements
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
PART II. OTHER INFORMATION
Item 4. Submission of matters to a vote of Security Holders
Item 6. Exhibits and reports on Form 8-K
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements:
CONCEPTS DIRECT, INC.
Balance Sheets
(Unaudited)
September 30, December 31,
1996 1995
ASSETS ----------- -----------
Current assets
Cash and cash equivalents $3,090,274 $3,324,838
Accounts receivable, less allowances 181,922 108,102
Deferred advertising costs 3,599,510 2,207,244
Inventories, less allowances 2,122,355 2,798,878
Prepaid expenses and other 260,431 283,254
----------- -----------
Total current assets 9,254,492 8,722,316
Property and equipment, net 873,555 994,744
Other assets 241,915 206,768
----------- -----------
TOTAL ASSETS $10,369,962 $9,923,828
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable $3,369,287 $3,107,174
Current maturities of lease obligations 80,306 87,275
Accrued employee compensation 419,410 638,943
Customer liabilities 1,176,165 908,264
Current and deferred income taxes payable 24,643 90,925
----------- -----------
Total current liabilities 5,069,811 4,832,581
Lease obligations 3,203 67,493
Stockholders' equity
Common Stock, $.10 par value, authorized
6,000,000 shares, issued and
outstanding 2,120,108 and 2,116,441
shares, respectively 212,011 211,644
Additional paid-in capital 4,373,400 4,366,633
Retained earnings 711,537 445,477
----------- -----------
Total stockholders' equity 5,296,948 5,023,754
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $10,369,962 $9,923,828
=========== ===========
See notes to financial statements.
CONCEPTS DIRECT, INC.
Statements of Operations
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
------ ------ ------ ------
Net sales $9,799,568 $8,306,854 $30,383,925 $25,898,313
Operating costs and expenses:
Cost of product and delivery 5,118,776 4,459,864 15,967,409 13,140,611
Selling, general and
administrative 4,423,013 4,128,792 14,240,349 12,556,243
---------- ---------- ----------- -----------
Total operating costs and
expenses 9,541,789 8,588,656 30,207,758 25,696,854
---------- ---------- ----------- -----------
Income (loss) from operations 257,779 (281,802) 176,167 201,459
Other income, net 51,255 70,594 197,893 210,962
---------- ---------- ----------- -----------
Income (loss) before income
taxes 309,034 (211,208) 374,060 412,421
Provision (credit) for income
taxes 89,000 (74,000) 108,000 144,000
---------- ---------- ----------- -----------
Net income (loss) $220,034 $(137,208) $266,060 $268,421
========== ========== =========== ===========
Net earnings (loss) per common
share $0.10 $(0.06) $0.12 $0.12
========== ========== =========== ===========
Weighted average number of
common shares and common
share equivalents
outstanding 2,218,654 2,206,249 2,220,148 2,198,209
See notes to financial statements.
CONCEPTS DIRECT, INC.
Statements of Cash Flows
(Unaudited)
Nine Months Ended
September 30,
1996 1995
-------- --------
OPERATING ACTIVITIES
Net income $266,060 $268,421
Adjustments to reconcile net income to net
cash provided by (used in) in operations:
Provision (credit) for losses on
accounts receivable 20,000 (6,120)
Provision (credit) for losses in
inventory values (57,774) 220,160
Depreciation and amortization 383,322 335,747
Current and deferred income taxes (66,282) 140,925
Changes in operating assets and
liabilities:
Accounts receivable (93,820) 137,052
Deferred advertising costs (1,392,266) (1,285,103)
Inventories 734,297 (1,268,739)
Prepaid expenses and other 22,823 8,602
Accounts payable 262,113 (847,824)
Accrued employee compensation (219,533) (113,301)
Customer liabilities 267,901 1,668,120
---------- ----------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 126,841 (742,060)
INVESTING ACTIVITIES
Purchases of property and equipment (262,133) (394,379)
Other investing activities (35,147) 24,097
---------- ----------
NET CASH USED IN INVESTING ACTIVITIES (297,280) (370,282)
FINANCING ACTIVITIES
Principal payments of lease obligations (71,259) (55,431)
Issuance of common stock 7,134 2,310
---------- ----------
NET CASH USED IN FINANCING ACTIVITIES (64,125) (53,121)
---------- ----------
DECREASE IN CASH AND CASH EQUIVALENTS (234,564) (1,165,463)
Cash and cash equivalents at beginning of period 3,324,838 3,338,015
---------- ----------
Cash and cash equivalents at end of period $3,090,274 $2,172,552
========== ==========
See notes to financial statements.
CONCEPTS DIRECT, INC.
Notes to Financial Statements
(Unaudited)
1. Accounting Policies
The Company's unaudited interim financial statements have been prepared
by the Company in accordance with generally accepted accounting
principles for interim financial reporting and the regulations of the
Securities and Exchange Commission in regard to quarterly reporting.
Accordingly, they do not include all information and footnotes required
by generally accepted accounting principles for complete financial
statements. In the opinion of the Company, the statements include all
adjustments, consisting only of normal recurring adjustments, which are
necessary for a fair presentation of the financial position, results of
operations and cash flows for the interim periods. Operating results
for the nine month period ended September 30, 1996 are not necessarily
indicative of the results that may be expected for the year ending
December 31, 1996. Seasonal fluctuations in sales of the Company's
products result primarily from the purchasing patterns of the individual
consumer during the Christmas holiday season. These patterns tend to
moderately concentrate sales in the latter half of the year,
particularly in the fourth quarter. For further information refer to
the financial statements and footnotes thereto included in the Company's
annual report on Form 10-K for the year ended December 31, 1995.
2. Commitments
On March 20, 1996, the Company entered into a purchase agreement to buy
approximately 133 acres of undeveloped land near the Company's offices
for approximately $1,100,000. The agreement is subject to a number of
contingencies which allow the Company to terminate the agreement. If
the purchase is finalized, the Company intends to use a portion of this
land for a new facility, hold some of the land for expansion and attempt
to sell most of the remaining acreage to other parties.
The lease of the Company's current facility at 1351 South Sunset Street,
Longmont, Colorado expires on August 31, 1997.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The Company's sales increased 17% for the nine month period ended
September 30, 1996 as compared to the same period in 1995 and increased
18% for the third quarter of 1996 as compared to the same period in
1995. These increases in sales resulted primarily from the distribution
of a greater number of catalogs and other advertising media, increased
page count of the catalogs and a higher number of products offered.
The Company's operations are subject to seasonal influences.
Historically, the Company has realized more of its net sales and net
earnings in the final fiscal quarter, which includes the Christmas
season, than in any other fiscal quarter. The net earnings of any
interim quarter are usually seasonally disproportionate to net sales
since administrative and certain operating expenses remain relatively
constant during the year. Therefore, interim results should not be
relied upon as necessarily indicative of results for the entire fiscal
year.
During the third quarter of 1995, the Company implemented new operations
software and systems to perform order fulfillment, inventory control and
related functions. Significant difficulties were experienced with the
implementation and customer shipments and related sales recognition were
significantly delayed resulting in a backlog of unshipped customer
orders at quarter end of approximately $1,912,000 in 1995, compared to
approximately $992,000 in 1996.
Cost of product and delivery for the nine month period ended September
30th increased as a percentage of sales from 51% in 1995 to 53% in 1996
and decreased from 54% in the third quarter of 1995 to 52% for the same
period of 1996. The increase for the nine month period occurred
primarily because of increased sales of gift and general merchandise
products which have lower margins. The decrease in third quarter costs
primarily related to unusual direct and indirect costs incurred in 1995,
including increased reserves to cover refunds and replacements to occur
in future periods, which could be related to implementation of the
operational software system.
Selling, general and administrative costs as a percentage of sales
decreased from 48% in the first nine months of 1995 to 47% for the same
period in 1996 and from 50% for the third quarter of 1995 to 45% for the
same period in 1996. Both the slight decrease for the nine month period
and larger decrease for the quarter primarily related to the failure to
achieve full sales potential during the third quarter of 1995, caused
by the Company's implementation of the operational software systems in
that quarter.
The Company had income from operations of $176,000 and $201,000 for the
nine month periods ended September 30, 1996 and 1995, respectively, and
income from operations of $258,000 in the third quarter of 1996 as
compared to a loss from operations of $282,000 for the same period of
1995. Other income was $198,000 for the nine month period ended
September 30, 1996 as compared to $211,000 for the same period in 1995.
Other income for the third quarter of 1996 was $51,000 as compared to
$71,000 for the same period in 1995. The primary component of other
income is supplier payment discounts.
The provision for income taxes was $108,000 and $144,000 for the nine
month periods ended September 30, 1996 and 1995, respectively. The
Company had a provision for income taxes of $89,000 for the fiscal
quarter ended September 30, 1996 and a credit for income taxes of
$74,000 for the same quarter period in 1995. The provision for income
taxes for 1996 reflects the 29% income tax rate that management
anticipates for the year.
The Company had net income of $266,000 or $0.12 per share for the first
nine months of 1996 as compared to $268,000 or $0.12 per share for the
same period in 1995. The Company had net income of $220,000 or $0.10
per share for the third quarter of 1996 as compared to a net loss of
$137,000 or $0.06 per share for the same period in 1995.
LIQUIDITY AND CAPITAL RESOURCES
During the nine month period ended September 30, 1996, cash and cash
equivalents decreased by $235,000. Activity in several significant
areas had the greatest impact on cash and cash equivalents as described
below.
The increased number of catalogs and other advertising media distributed
and the distribution of many of these catalog and other media near the
end of the third quarter were the primary reasons for the increase of
deferred advertising costs of $1,392,000. The decrease in inventories
of $734,000 primarily related to the timing of inventory receipt for
the holiday season of 1996. During the first nine months of 1996, the
Company also purchased $262,000 of property and equipment primarily
related to production of the increased sales.
The Company had $3,090,000 of unencumbered cash and cash equivalents at
September 30, 1996. Management believes that results of operations,
continued operational planning review plus current cash balances will
produce funds necessary to meet its anticipated working capital
requirements for the current year. The Company anticipates using
outside sources to finance its planned land acquisition and future
building space expansion.
Certain statements included in this discussion
are not based on historical facts, but are forward-looking statements
that are based upon a number of assumptions concerning future conditions
that may ultimately prove to be inaccurate. Actual events and results
may materially differ from anticipated results described in such
statements. The Company's ability to achieve such results is subject to
certain risks and uncertainties, including, but not limited to, changes
in paper costs, product mix offered for sale, effective performance of
customer service and order fulfillment software, adverse changes in the
Company's customers response to advertising offers, competitive factors,
continued availability of product and capital, and economic and other
factors affecting the Company's business beyond the Company's control.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
Documents filed as part of this report:
Exhibit 27: Financial Data Schedule (Edgar filing only.)
Registrant hereby agrees to furnish the Commission, upon request,
with instruments defining the rights of holders of long-term debt
of the registrant.
(b) Reports on Form 8-K
There were no reports on Form 8-K for the fiscal quarter ended
September 30, 1996.
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.
CONCEPTS DIRECT, INC.
(registrant)
Date: November 11, 1996 By: Phillip A. Wiland
Chief Executive Officer
Date: November 11, 1996 By: H. Franklin Marcus, Jr.
Chief Financial and Accounting Officer
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<PERIOD-END> SEP-30-1996 SEP-30-1996
<CASH> $3,090,274 $3,090,274
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<INCOME-PRETAX> $309,034 $374,060
<INCOME-TAX> $89,000 $108,000
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