ELTRON INTERNATIONAL INC
10-Q, 1998-05-19
OFFICE MACHINES, NEC
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<PAGE>   1
 
================================================================================


 
                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
 
                               -----------------
 
                                   FORM 10-Q

                               -----------------
(MARK ONE)
      [X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934
 
                 FOR THE QUARTERLY PERIOD ENDED APRIL 4, 1998.
 
           (REFERRED TO AS MARCH 31, 1998 FOR BASIS OF PRESENTATION.)
 
      [ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
            EXCHANGE ACT

            FOR THE TRANSITION PERIOD FROM ______________ TO ____________.
 
                               -----------------
 
                        COMMISSION FILE NUMBER: 0-23342

                               -----------------
 
                           ELTRON INTERNATIONAL, INC.
          (EXACT NAME OF BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)
 
<TABLE>
<CAPTION>
                  CALIFORNIA                                       95-4302537
<S>                                              <C>
        (STATE OR OTHER JURISDICTION OF                           (IRS EMPLOYER
        INCORPORATION OR ORGANIZATION)                         IDENTIFICATION NO.)
</TABLE>
 
                                41 MORELAND ROAD
                         SIMI VALLEY, CALIFORNIA 93065
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
 
                                 (805) 579-1800
                          (ISSUER'S TELEPHONE NUMBER)
 
                               ------------------

     Check whether the registrant (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 ISSUERS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS
     Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court.  Yes [ ]  No [ ]
 
                      APPLICABLE ONLY TO CORPORATE ISSUERS
     State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 7,654,317 common shares as of
May 12, 1998
 
     Transitional Small Business Disclosure Format (Check one):  Yes [ ]  No [X]
 


================================================================================
<PAGE>   2
 
                           ELTRON INTERNATIONAL, INC.
 
                          CONSOLIDATED BALANCE SHEETS
 
                                     ASSETS
 
<TABLE>
<CAPTION>
                                                                DECEMBER 31,        MARCH 31,
                                                                    1997              1998
                                                              -----------------    -----------
                                                                  (AUDITED)        (UNAUDITED)
<S>                                                           <C>                  <C>
CURRENT ASSETS:
  Cash......................................................     $ 3,770,139       $ 1,230,523
  Short term investments....................................       6,696,105         6,767,147
  Accounts receivable, net of allowance for doubtful
     accounts of $341,343 and $454,083, respectively........      20,575,443        22,793,723
  Inventories...............................................      21,417,152        20,122,946
  Prepaid expenses and other current assets.................         835,410           890,306
  Deferred tax asset........................................       1,803,553         1,803,553
                                                                 -----------       -----------
          Total current assets..............................      55,097,802        53,608,198
 
PROPERTY AND EQUIPMENT, net.................................      10,384,651        19,166,339
DIFFERENCE BETWEEN COST AND FAIR VALUE OF NET ASSETS
  ACQUIRED..................................................         735,482           661,248
OTHER ASSETS................................................         643,813           630,185
                                                                 -----------       -----------
                                                                 $66,861,748       $74,065,970
                                                                 ===========       ===========
 
                         LIABILITIES AND SHAREHOLDERS' EQUITY
 
CURRENT LIABILITIES:
  Accounts payable..........................................       5,928,560         8,479,470
  Accrued liabilities.......................................       1,594,072         1,325,603
  Accrued compensation......................................         959,120           878,986
  Deferred service contract revenue.........................         344,569           284,572
  Income taxes payable......................................         361,659         1,966,345
  Earnout obligation........................................         954,313           960,840
                                                                 -----------       -----------
          Total current liabilities.........................      10,142,293        13,895,816
 
LONG TERM OBLIGATION........................................          50,083            32,178
 
SHAREHOLDERS' EQUITY:
  Preferred stock, 10,000,000 shares authorized of which
     none are outstanding...................................              --                --
  Common stock, no par value:
  Authorized -- 30,000,000 shares
     Issued and outstanding -- 7,455,920 and 7,536,591
     shares, respectively...................................      26,000,480        26,089,102
  Cumulative translation adjustment.........................        (255,758)         (214,900)
  Retained earnings.........................................      30,924,650        34,263,774
                                                                 -----------       -----------
          Total shareholders' equity........................      56,669,372        60,137,976
                                                                 -----------       -----------
                                                                 $66,861,748       $74,065,970
                                                                 ===========       ===========
</TABLE>
 
   The accompanying notes are an integral part of these financial statements.
                         


2
<PAGE>   3
 
                           ELTRON INTERNATIONAL, INC.
 
                       CONSOLIDATED STATEMENTS OF INCOME
 
<TABLE>
<CAPTION>
                                                                  THREE MONTHS ENDED
                                                                      MARCH 31,
                                                              --------------------------
                                                                 1997           1998
                                                              -----------    -----------
                                                              (UNAUDITED)    (UNAUDITED)
<S>                                                           <C>            <C>
SALES.......................................................  $23,169,571    $30,651,890
COST OF SALES...............................................   12,859,318     17,911,554
                                                              -----------    -----------
  Gross profit..............................................   10,310,253     12,740,336
 
OPERATING EXPENSE:
  Selling, general and administrative.......................    4,748,504      5,549,766
  Research and product development..........................    1,536,565      2,357,444
  Gain on sale of subsidiary's assets.......................           --       (403,885)
                                                              -----------    -----------
 
INCOME FROM OPERATIONS......................................    4,025,184      5,237,011
 
OTHER (INCOME) EXPENSE:
  Interest, net.............................................     (112,846)      (129,739)
  Other, net................................................           --        (20,090)
                                                              -----------    -----------
 
INCOME BEFORE PROVISION FOR INCOME TAXES....................    4,138,030      5,386,840
 
PROVISION FOR INCOME TAXES..................................    1,529,645      2,047,716
                                                              -----------    -----------
 
NET INCOME..................................................  $ 2,608,385    $ 3,339,124
                                                              ===========    ===========
 
NET INCOME PER COMMON SHARE
  Basic.....................................................  $      0.36    $      0.44
                                                              ===========    ===========
  Diluted...................................................  $      0.34    $      0.43
                                                              ===========    ===========
 
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING
  Basic.....................................................    7,334,122      7,536,591
                                                              ===========    ===========
  Diluted...................................................    7,742,845      7,811,254
                                                              ===========    ===========
</TABLE>
 
   The accompanying notes are an integral part of these financial statements.



                                                                              3
<PAGE>   4
 
                           ELTRON INTERNATIONAL, INC.
 
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
 
<TABLE>
<CAPTION>
                                                                  THREE MONTHS ENDED
                                                                      MARCH 31,
                                                              --------------------------
                                                                 1997           1998
                                                              -----------    -----------
                                                              (UNAUDITED)    (UNAUDITED)
<S>                                                           <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income................................................  $ 2,608,385    $ 3,339,124
  Adjustments to reconcile net income to cash provided by
     operating activities:
     Depreciation and amortization..........................      505,532        673,312
     Amortization of the difference between cost and fair
      value of net assets acquired..........................       70,188         65,515
     Provision for losses on inventory......................      135,696        101,402
     Provision for doubtful accounts........................       41,626        112,740
     Gain on sale of subsidiary's assets....................           --       (403,885)
  Changes in assets and liabilities, net of effect from sale
     of subsidiary's assets:
     Accounts receivable....................................      (20,438)    (2,873,494)
     Inventories............................................   (1,607,434)       534,184
     Prepaid and other assets...............................     (381,180)       (60,338)
     Accounts payable.......................................     (730,449)     2,753,435
     Accrued liabilities and compensation...................     (196,674)    (1,334,454)
     Accrued income taxes payable...........................    1,613,362      1,604,686
     Deferred service contract revenue......................      (54,463)       (59,997)
                                                              -----------    -----------
  Net cash provided by operating activities.................    2,524,151      4,452,230
CASH FROM INVESTING ACTIVITIES:
  Purchases of property and equipment.......................   (1,179,095)    (9,692,225)
  Proceeds from sale of subsidiary..........................           --      2,659,847
  Purchase of short term investments........................     (925,110)      (790,817)
  Sale of short term investments............................      830,951        719,775
                                                              -----------    -----------
  Net cash used in investing activities.....................   (1,273,254)    (7,103,420)
CASH FROM FINANCING ACTIVITIES:
  Additions to long term obligations........................       35,000             --
  Repayments of long term obligations.......................           --        (17,906)
  Proceeds from sale of stock...............................       59,878         88,622
                                                              -----------    -----------
  Net cash provided by financing activities.................       94,878         70,716
EFFECT OF EXCHANGE RATE ON CASH.............................      (86,716)        40,858
                                                              -----------    -----------
NET INCREASE (DECREASE) IN CASH.............................    1,259,059     (2,539,616)
CASH BALANCE, beginning of period...........................    1,291,396      3,770,139
                                                              -----------    -----------
CASH BALANCE, end of period.................................  $ 2,550,455    $ 1,230,523
                                                              ===========    ===========
SUPPLEMENTAL DISCLOSURES:
Non-cash transactions:
  Book value of net assets and obligations recorded in
     connection with sale of RJS verification business......           --    $ 2,255,962
</TABLE>
 
   The accompanying notes are an integral part of these financial statements.



4
<PAGE>   5
 
                           ELTRON INTERNATIONAL, INC.
 
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 1998
 
 1. BASIS OF PRESENTATION
 
     The financial statements of Eltron International, Inc. (the "Company")
included herein are unaudited; however, they contain all normal recurring
adjustments which, in the opinion of management, are necessary to present fairly
the financial position of the Company at March 31, 1998 and the results of
operations and cash flows for the three month periods ended March 31, 1997 and
March 31, 1998. It should be understood that accounting measurements at interim
dates inherently involve greater reliance on estimates than at year end. The
results of operations for the three month period ended March 31, 1998 are not
necessarily indicative of the results to be expected for future quarters or the
full year.
 
     In the first quarter of 1998, the Company changed its reporting from
calendar month end to a thirteen-week calendar quarter. For financial statement
presentation purposes, however, the reporting periods are referred to as ended
on the last calendar day of the quarter. The accompanying financial statements
for the three months ended March 31, 1997 and 1998 are for the thirteen weeks
ended March 31, 1997 and April 4, 1998 respectively.
 
     The accompanying financial statements do not include footnotes and certain
financial presentations normally required under generally accepted accounting
principles and, therefore, should be read in conjunction with the Company's
financial statements for the year ended December 31, 1997 as filed in the
Company's annual report on Form 10-K.
 
 2. RECLASSIFICATIONS
 
     Certain amounts in the prior period financial statements have been
reclassified to conform to the current period's presentation.
 
 3. INVENTORIES
 
     Inventories are stated at the lower of cost (first-in, first-out) or
market. Inventories consist of the following:
 
<TABLE>
<CAPTION>
                                                     DECEMBER 31,     MARCH 31,
                                                         1997           1998
                                                     ------------    -----------
<S>                                                  <C>             <C>
Subassemblies and raw materials....................  $13,698,636     $13,532,037
Work in process....................................    2,411,237       2,319,694
Finished goods.....................................    5,307,279       4,271,215
                                                     -----------     -----------
                                                     $21,417,152     $20,122,946
</TABLE>
 
 4. INCOME TAXES
 
     The provisions for income taxes for the three months ended March 31, 1997
and 1998 are based on the Company's estimated annualized tax rate for the
respective years, after giving effect to the utilization of available tax
credits and tax planning opportunities.
 



                                                                             5
<PAGE>   6
                           ELTRON INTERNATIONAL, INC.
 
        NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                                 MARCH 31, 1998
 
 5. NET INCOME PER COMMON SHARE
 
     The following table provides a reconciliation of the numerator and
denominators of the basic and diluted per-share computations for the three month
periods ended March 31, 1997 and March 31, 1998.
 
<TABLE>
<CAPTION>
                                                    INCOME          SHARES        PER SHARE
                                                  (NUMERATOR)    (DENOMINATOR)     AMOUNT
                                                  -----------    -------------    ---------
<S>                                               <C>            <C>              <C>
Period Ended March 31, 1997:
  Basic EPS.....................................  $2,608,385       7,334,122        $0.36
  Effect of dilutive securities -- stock options
     and warrants...............................          --         408,723
                                                  ----------       ---------
  Diluted EPS...................................  $2,608,385       7,742,845        $0.34
Period Ended March 31, 1998:
  Basic EPS.....................................  $3,339,124       7,536,591        $0.44
  Effect of dilutive securities -- stock options
     and warrants...............................          --         274,663
                                                  ----------       ---------
  Diluted EPS...................................  $3,339,124       7,811,254        $0.43
</TABLE>
 
     The computation for diluted number of shares excludes unexercised stock
options and warrants which are antidilutive. Such shares numbered 407,250 and
406,400 for the periods ended March 31, 1997 and 1998, respectively.
 
 6. SALE OF VERIFICATION BUSINESS
 
     In January 1998, Eltron sold the assets and rights to the bar code
verification business and the RJS name to Printronix Inc. for approximately $2.8
million. In connection with the sale, a pre-tax gain of $403,885 was recognized.
 
 7. STATEMENTS OF FINANCIAL ACCOUNTING STANDARDS NOT YET ADOPTED
 
     In June 1997, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 130, "Reporting
Comprehensive Income." This statement, which requires companies to adopt its
provisions for fiscal years beginning after December 15, 1997, establishes
standards for the reporting and display of comprehensive income and its
components in a full set of general purpose financial statements. Comprehensive
income is defined as the change in equity of a business enterprise during a
period from transactions and other events and circumstances from nonowner
sources. Differences between comprehensive income and net income were not
material to the Company's financial position, results of operations and cash
flows for the three months ended March 31, 1997 and 1998.
 
     In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of
an Enterprise and Related Information." This statement requires publicly held
companies to report financial and other information about key revenue producing
segments of the entity for which such information is available and is utilized
by the chief operating decision maker. Specific information to be reported for
individual segments includes profit or loss, certain revenue and expense items
and total assets. A reconciliation of segment financial information to amounts
reported in the financial statements would be provided. SFAS No. 131 requires
companies to adopt its provisions for fiscal years beginning after December 15,
1997, but does not require that segment information be reported in financial
statements for interim periods in the initial year of application. Management is
currently evaluating the requirements of adopting SFAS No. 131 and the effects,
if any, on the Company's current reporting and disclosures.



 
6
<PAGE>   7
 
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 
GENERAL
 
     Eltron International, Inc. designs, manufactures and distributes a full
range of direct thermal and thermal transfer bar code label printers, integrated
verified printing systems, receipt printers, plastic card printers, secure
identification printing systems, related accessories, and support software.
Eltron also manufactures and distributes a full range of pressure sensitive
labels, tags, plastic cards, and printer ribbons for use with Eltron and other
printers. The Company believes that its success to date has resulted from
Eltron's ability to offer high quality printers and related products with
features comparable to or exceeding those of available competing products at a
lower cost and, additionally, because the Company offers the broadest range of
thermal label and plastic card printers currently on the market.
 
     The Company's products are sold through multiple distribution channels that
include value added resellers, systems integrators, original equipment
manufacturers and national and regional distributors located in more than 80
countries. Industries for which the Company believes its printers are
particularly well suited include shipping and package delivery, retail
distribution and point of sale, healthcare, manufacturing, financial services,
security and governmental identification. The Company currently focuses its
sales efforts in these markets, although it continues to explore the potential
for new markets in which it can apply its expertise in the design and
manufacture of thermal printers.
 
     Eltron's objective is to expand its position as a leading supplier of
thermal printers, supplies and related accessories designed for use in on demand
and distributed printing applications. The Company believes that it is able to
maintain a competitive advantage through both internal development efforts and
strategic acquisitions and alliances.
 
     In January 1998, Printronix Inc., a leading manufacturer of computer
printers, acquired the assets and rights to the bar code verification business
and the RJS name from Eltron for approximately $2.8 million. Eltron retained the
rights to the in-line verification technology for use in its line of integrated
verified printing systems, as well as the QualaBar and ThermaBar industrial
thermal printer lines.
 
STATEMENTS OF INCOME DATA
 
     The following table presents certain information derived from the Company's
Consolidated Statements of Income for the three month periods ended March 31,
1997 and 1998, expressed as a percentage of sales.
 
<TABLE>
<CAPTION>
                                                               THREE MONTHS
                                                                  ENDED
                                                                MARCH 31,
                                                              --------------
                                                              1997     1998
                                                              -----    -----
<S>                                                           <C>      <C>
SALES.......................................................  100.0%   100.0%
COST OF SALES...............................................   55.5     58.4
                                                              -----    -----
  Gross profit..............................................   44.5     41.6
OPERATING EXPENSE:
  Selling, general and administrative.......................   20.5     18.1
  Research and product development..........................    6.6      7.7
  Gain on sale of subsidiary's assets.......................     --     (1.3)
                                                              -----    -----
INCOME FROM OPERATIONS......................................   17.4     17.1
OTHER (INCOME) EXPENSE:
  Interest, net.............................................    (.5)     (.5)
                                                              -----    -----
INCOME BEFORE PROVISION FOR INCOME TAXES....................   17.9     17.6
PROVISION FOR INCOME TAXES..................................    6.6      6.7
                                                              -----    -----
NET INCOME..................................................   11.3%    10.9%
                                                              =====    =====
</TABLE>
 

                                                                             7
<PAGE>   8
 
COMPARISION OF QUARTERS ENDED MARCH 31, 1997 AND 1998
 
     Sales for the quarter ended March 31,1998 increased 32% to a record $30.7
million from $23.2 million in the first quarter of 1997. On a proforma basis,
excluding RJS sales related to the verifier business sold in January 1998 from
first quarter 1997 and first quarter 1998, sales increased 37%. There was an
increase in sales in all major business groups, particularly from UPS and card
printers.
 
     In the first quarter 1998, total sales to UPS increased 82% to $10.1
million from $5.6 million in the first quarter of 1997. Sales to customers other
than UPS in the first quarter of 1998 increased 22% over the first quarter of
1997.
 
     Although the Company had outstanding orders from UPS in excess of $5.8
million as of March 31, 1998, there is no obligation on the part of UPS to place
further orders with the Company. The Company has derived a significant portion
of its revenues from UPS and may in the future be dependent on UPS, or other
significant customers, the loss of any one of which could materially and
adversely affect the Company's financial position, results of operations and
cash flows. No customer other than UPS contributed greater than 10% of the
Company's net sales in the first quarter of 1997 or 1998.
 
     Gross profit for the quarter ended March 31, 1998 was $12.7 million, an
increase of $2.4 million or 23% over the first quarter of 1997. Gross margin
decreased to 41.6% in the first quarter of 1998 from 44.5% in the first quarter
of 1997 due principally to a lower margin product mix.
 
     Sales to high volume customers and OEMs, and sales of supplies are
typically transacted at a price which yields a lower than average gross margin.
Management currently believes that further changes to the Company's product mix
and sales to high volume and OEM customers, as well as sales of supplies, may
increase in the future and that, as a result, the 41.6% gross margin for the
first quarter of 1998 may not necessarily be maintained in the future.
 
     Selling, general and administrative expense increased from $4.7 million in
the first quarter of 1997 to $5.5 million in the first quarter of 1998, but
decreased as a percentage of sales from 20.5% to 18.1%.
 
     The Company currently anticipates that selling, general and administrative
expense will increase in future quarters but may continue to decrease as a
percentage of sales. The actual amount spent will depend upon a number of
factors, including the Company's level of operations and the number and nature
of new markets the Company attempts to enter.
 
     Research and development expense in the first quarter of 1998 increased by
53% to $2.4 million, or 7.7% of sales, from $1.5 million, or 6.6% of sales, in
the first quarter of 1997. This increase was due to the Company's continuing
investments in new product development of label printers, card printers and
secure identification printing systems.
 
     The Company currently anticipates that research and product development
expense will increase in future quarters and may increase as a percentage of
sales. The actual amount spent will depend upon a variety of factors, including
the Company's level of operations and the number of product development projects
that it embarks upon.
 
     In January 1998, Printronix Inc., a leading manufacturer of computer
printers, acquired the assets and rights to the bar code verification business
and the RJS name from the Company for approximately $2.8 million. In the first
quarter of 1998 the Company recorded a tax affected gain on the sale of
approximately $250,000, or $0.03 (diluted) per share. Eltron retained the rights
to the in-line verification technology for use in its line of integrated
verified printing systems, as well as the QualaBar and ThermaBar industrial
printer lines.
 
     The provision for income taxes in the first quarter of 1998 was $2 million
or 38% of pretax income compared to $1.5 million or 37% of pretax income in the
first quarter of 1997. The effective tax rate was slightly higher in the first
quarter of 1998, primarily due to the Federal Government not yet renewing the
Research and Development tax credit.
 


8
<PAGE>   9
 
YEAR 2000 COMPLIANCE
 
     During 1997, the Company began the implementation of a year 2000 compliant
enterprise-wide information system. The Company has also initiated an assessment
project, both within the Company and with its business partners, which addresses
those other significant systems that may have year 2000 compliance issues. The
Company presently believes that with the implementation of the new system and
modification to existing software, year 2000 compliance will not pose a
significant operational challenge for the Company. However, if these
modifications are not completed on a timely basis, including implementation by
its business partners, the Company's financial position, results of operations,
and cash flows will be materially and adversely affected.
 
LIQUIDITY AND CAPITAL RESOURCES
 
     In the period ended March 31, 1998, operating activities provided cash of
$4.5 million compared to $2.5 million in the first quarter of 1997. In the first
quarter of 1998, cash was generated from increases in trade accounts payable of
$2.8 million and income taxes payable of $1.6 million, which were offset by
increases in trade receivables of $2.9 million. These increases were due to
overall increases in the level of business activity in the first quarter of
1998.
 
     In the first quarter of 1998, investing activities used cash totaling $7.1
million compared to $1.3 million used in the first quarter of 1997. During the
first quarter of 1998, approximately $7.8 million of cash was used to complete
the purchase of a building in Camarillo, California that will serve as the
Company's new world headquarters and provide expanded manufacturing capacity. In
addition cash was used to purchase approximately $1.9 million in equipment. In
January 1998, Printronix Inc., a leading manufacturer of computer printers,
acquired the assets and rights to the bar code verification business and the RJS
name from Eltron. This generated proceeds of approximately $2.7 million.
 
     In both the first quarter of 1997 and 1998, financing activities provided
cash of approximately $0.1 million, primarily by the purchase of common shares
under the company's stock option plans.
 
     In 1997, the Company entered into an agreement for a revolving line of
credit with a bank. The revolving credit facility allows Eltron to borrow up to
$8 million on an unsecured basis. Borrowings under the revolving credit facility
bear interest at the bank's prime rate. Under the terms of the revolving credit
facility, the Company is not able to enter into certain transactions or declare
dividends without receiving prior written consent from the bank and is required
to comply with certain covenants as well as maintain certain debt to net worth
ratios, current ratio and minimum net worth requirements. The revolving credit
agreement expires in May, 1998 and the Company believes that it will be
successful in entering into a new credit agreement with a bank, with terms
similar to those in the current agreement. There was no utilization of the
credit line during the first quarter of 1998.
 
     The Company did not have any significant capital commitments as of March
31, 1998.
 
     The Company believes that cash provided by operating activities, existing
cash and short-term investments will be sufficient to fund the Company's capital
needs for the foreseeable future.
 
STATEMENTS OF FINANCIAL ACCOUNTING STANDARDS NOT YET ADOPTED
 
     In June 1997, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 130, "Reporting
Comprehensive Income." This statement, which requires companies to adopt its
provisions for fiscal years beginning after December 15, 1997, establishes
standards for the reporting and display of comprehensive income and its
components in a full set of general purpose financial statements. Comprehensive
income is defined as the change in equity of a business enterprise during a
period from transactions and other events and circumstances from nonowner
sources. Differences between comprehensive income and net income were not
material to the Company's financial position, results of operations and cash
flows for the 3 months ended March 31, 1997 and 1998.
 

                                                                             9
<PAGE>   10
 
     In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of
an Enterprise and Related Information." This statement requires publicly held
companies to report financial and other information about key revenue producing
segments of the entity for which such information is available and is utilized
by the chief operating decision maker. Specific information to be reported for
individual segments includes profit or loss, certain revenue and expense items
and total assets. A reconciliation of segment financial information to amounts
reported in the financial statements would be provided. SFAS No. 131 requires
companies to adopt its provisions for fiscal years beginning after December 15,
1997, but does not require that segment information be reported in financial
statements for interim periods in the initial year of application. Management is
currently evaluating the requirements of adopting SFAS No. 131 and the effects,
if any, on the Company's current reporting and disclosures.
 
CAUTIONARY STATEMENTS, RISK FACTORS AND FORWARD LOOKING STATEMENTS
 
     In additional to historical information, this Report contains forward
looking statements that involve risks and uncertainties. Factors associated with
the forward looking statements which could cause actual results to differ
materially from those stated appear elsewhere in this Report and in the
Company's most recent Annual Report on Form 10-K. Readers are cautioned not to
place undue reliance on these forward looking statements, which reflect
management's opinions only as of the date hereof. The Company undertakes no
obligations to publicly release any revision to these forward looking
statements. Readers should also carefully review any risk factors described in
other documents the Company may file from time to time with the Securities and
Exchange Commission. In addition to the other information contained in this
document, readers should carefully consider the cautionary statements and risk
factors contained in the Company's most recent Annual Report on Form 10-K.
 
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
 
(a) EXHIBITS
 
     27. Financial Data Schedule
 
(b) REPORTS ON FORM 8-K
 
     (i) Form 8-K, filed April 10, 1998
 


 10
<PAGE>   11
 
                                   SIGNATURES
 
     In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereto duly
authorized.
 
<TABLE>
<S>                                                      <C>
 
                                                         ELTRON INTERNATIONAL, INC.
 
Date: May 18, 1998                                       By: /s/ DONALD K. SKINNER
                                                             --------------------------------------
                                                             Donald K. Skinner
                                                             Chairman of the Board
                                                             and Chief Executive Officer
 
Date: May 18, 1998                                       By: /s/ ROGER HAY
                                                             --------------------------------------
                                                             Roger Hay
                                                             Vice President Finance
                                                             and Chief Financial Officer
</TABLE>
 



                                                                             11

<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               APR-04-1998
<CASH>                                       1,230,523
<SECURITIES>                                 6,767,147
<RECEIVABLES>                               23,247,806
<ALLOWANCES>                                 (454,083)
<INVENTORY>                                 20,122,946
<CURRENT-ASSETS>                            53,608,198
<PP&E>                                      24,608,881
<DEPRECIATION>                             (5,442,542)
<TOTAL-ASSETS>                              74,065,970
<CURRENT-LIABILITIES>                       13,895,816
<BONDS>                                              0
                                0
                                          0
<COMMON>                                    26,089,102
<OTHER-SE>                                  34,048,874
<TOTAL-LIABILITY-AND-EQUITY>                74,065,970
<SALES>                                     30,651,890
<TOTAL-REVENUES>                            30,651,890
<CGS>                                       17,911,554
<TOTAL-COSTS>                               17,911,554
<OTHER-EXPENSES>                             7,370,495
<LOSS-PROVISION>                               112,740
<INTEREST-EXPENSE>                           (129,739)
<INCOME-PRETAX>                              5,386,840
<INCOME-TAX>                                 2,047,716
<INCOME-CONTINUING>                          3,339,124
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 3,339,124
<EPS-PRIMARY>                                     0.44
<EPS-DILUTED>                                     0.43
        

</TABLE>


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