US SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 1998
[ ] TRANSITION REPORT PURSUANT SECTION
13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the
transition period from __________ to
__________
Commission file number: 0-23332
EFTC CORPORATION
(Exact name of registrant as specified in its charter)
Colorado 84-0854616
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
9351 Grant Street, Sixth Floor
Denver, Colorado 80229
(Address of principal executive offices)
(303) 451-8200
(Issuer's telephone number)
Not Applicable
(Former name, former address and former fiscal year,
if changed since last report)
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. [X] Yes [ ] No
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.
Class of Common Stock Outstanding at August 12, 1998
--------------------- ------------------------------
Common Stock, par value $0.01 15,529,239 shares
<PAGE>
EFTC CORPORATION
FORM 10-Q
INDEX
PART I. FINANCIAL INFORMATION PAGE NUMBER
Item 1. Financial Statements (unaudited)
Condensed Consolidated Balance Sheets
June 30, 1998 and December 31, 1997 3
Condensed Consolidated Statements of Operations
Three months and Six Months Ended
June 30, 1998 and June 30, 1997 4
Condensed Consolidated Statements of Cash Flows
Six months Ended June 30, 1998 and June 30, 1997 5
Notes to Condensed Consolidated Financial
Statements - June 30, 1998 6
Item 2. Management's Discussion and Analysis of Results of
Operations and Financial Condition 7
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders 11
Item 6. Exhibits and Reports on Form 8-K 12
SIGNATURES 13
<PAGE>
PART I. FINANCIAL INFORMATION
<TABLE>
<CAPTION>
EFTC Corporation
Condensed Consolidated Balance Sheets
(unaudited)
ASSETS June 30, 1998 December 31, 1997(1)
------------------ --------------------
<S> <C> <C>
Current assets
Cash and cash equivalents $806,024 $1,877,010
Accounts receivable 37,836,160 25,412,340
Inventories 59,813,035 46,066,650
Income taxes receivable 296,963 -
Deferred income taxes 1,334,076 494,290
Prepaid expenses and other current assets 987,083 759,668
------- -------
Total current assets 101,073,341 74,609,958
----------- ----------
Property, plant and equipment, at cost 43,113,758 30,314,897
Less accumulated depreciation 7,804,047 5,957,233
--------- ---------
Net property, plant and equipment 35,309,711 24,357,664
---------- ----------
Other assets, net 2,460,621 3,484,897
Goodwill 45,629,882 46,372,060
---------- ----------
$184,473,555 $148,824,579
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts Payable $28,152,716 $23,579,663
Current portion of long-term debt 3,550,000 3,150,000
Accrued compensation 2,747,296 2,365,034
Income taxes payable - 608,585
Other accrued liabilities 948,020 1,272,544
------------ ---------
Total current liabilities 35,398,032 30,975,826
---------- ----------
Long-term debt, net of current portion 44,126,227 41,808,703
---------- ----------
Deferred income taxes 2,156,713 818,686
--------- -------
Shareholders' equity
Preferred stock, $.01 par value. Authorized
5,000,000 shares; none issued or outstanding - -
Common stock, $.01 par value. Authorized
45,000,000 shares; issued 15,510,114 and
13,641,776 shares 155,101 136,418
Additional paid-in capital 92,062,441 68,040,433
Retained earnings 10,575,041 7,044,513
---------- ---------
Total shareholders' equity 102,792,583 75,221,364
----------- ----------
$184,473,555 $148,824,579
============ ============
</TABLE>
(1) Restated for pooling of interests--See Note 1.
See notes to condensed consolidated financial
statements.
<PAGE>
<TABLE>
<CAPTION>
EFTC CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
Three months ended June 30, Six months ended June 30,
1998 1997(1) 1998 1997(1)
<S> <C> <C> <C> <C>
Net sales $61,327,547 $24,617,515 $115,527,154 $40,658,857
Cost of goods sold 50,930,888 20,824,970 95,227,580 34,766,252
---------- ---------- ---------- ----------
Gross profit 10,396,659 3,792,545 20,299,574 5,892,605
Selling, general, and administrative
expense 5,360,406 1,995,424 10,681,384 3,208,705
Merger costs - - 1,048,308 -
Goodwill amortization 390,990 66,793 781,980 89,601
------- ------ ------- ------
Operating income 4,645,263 1,730,328 7,787,902 2,594,299
--------- --------- --------- ---------
Other income (expense):
Interest expense (1,047,263) (376,644) (1,955,670) (588,971)
Other, net 109,114 27,848 148,343 48,677
------- ------ ------- ------
(938,149) (348,796) (1,807,327) (540,294)
--------- --------- ----------- ---------
Income before income taxes 3,707,114 1,381,532 5,980,575 2,054,005
Income tax expense 1,482,846 265,448 2,417,476 338,567
--------- ------- --------- -------
Net income $2,224,268 $1,116,084 $3,563,099 $1,715,438
========== ========== ========== ==========
Pro forma information:
Historical net income $2,224,268 $1,116,084 $3,563,099 $1,715,438
Pro forma adjustment to income
tax expense - 255,884 316,636 435,252
---------- ------- ------- -------
Pro forma net income $2,224,268 $860,200 3,246,463 $1,280,186
========== ======== ========= ==========
Pro forma income per share:
Basic $0.16 $0.11 $0.23 $0.16
===== ===== ===== =====
Diluted $0.15 $0.11 $0.22 $0.16
===== ===== ===== =====
Weighted average shares
outstanding:
Basic 14,189,872 7,920,897 13,918,736 7,920,897
========== ========= ========== =========
Diluted 14,825,488 7,920,897 14,585,823 7,920,897
========== ========= ========== =========
</TABLE>
- -----------------
(1) Restated for pooling of interests--See Note 1.
See notes to condensed consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
EFTC CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
Six months ended June 30,
1998 1997(1)
<S> <C> <C>
Cash flows from operating activities:
Net income $3,563,099 $1,715,438
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 2,870,177 895,913
Deferred income taxes 497,711 67,061
(Gain) loss on sale of fixed assets (11,484) 2,566
Changes in operating assets and liabilities:
Accounts receivable (12,423,820) (1,556,187)
Inventories (13,746,385) (4,252,730)
Prepaid expenses and other current assets (227,415) (509,822)
Accounts payable and other liabilities 4,630,791 3,362,706
Income taxes payable or receivable (300,945) 146,637
Other assets 1,024,276 (10,726)
--------- --------
Net cash (used by) operating activities (14,123,995) (139,144)
------------ ---------
Cash flows from investing activities:
Proceeds from sale of equipment - 239,806
Payments for business combinations, net of cash acquired (36,621) (7,398,728)
Purchase of property, plant and equipment (13,031,410) (1,326,175)
------------ -----------
Net cash (used by) investing activities (13,068,031) (8,485,097)
------------ -----------
Cash flows from financing activities:
Stock options and warrants exercised 1,076,897 49,117
Issuance of common stock for cash, net of costs 20,928,699 -
Proceeds from long-term debt 7,605,000 6,700,000
Principal payments on long-term debt (3,489,556) (252,988)
Borrowings (payments) on notes payable, net - 3,902,202
----------- ---------
Net cash provided by financing activities 26,121,040 10,398,331
---------- ----------
Increase (decrease) in cash and
cash equivalents (1,070,986) 1,774,090
Cash and cash equivalents:
Beginning of period 1,877,010 406,903
--------- -------
End of period $806,024 $2,180,993
======== ==========
</TABLE>
- -----------------
(1) Restated for pooling of interests--See Note 1.
See notes to condensed consolidated financial
statements.
<PAGE>
EFTC CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 1--Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and Article
10 of Regulation S-X. Accordingly they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. On March 31, 1998, EFTC Corporation acquired, through a
merger, RM Electronics Inc., doing business as Personal Electronics (Personal),
in a business combination accounted for as a pooling of interests. EFTC issued
1,800,000 shares of common stock in exchange for all of the outstanding common
stock of Personal and for notes payable to shareholders of Personal.
Accordingly, the Company's consolidated financial statements have been restated
for required periods presented to combine the financial position, results of
operations, and cash flows of Personal with those of the Company. In the opinion
of management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. Operating
results for the three-month period ended June 30, 1998 are not necessarily
indicative of the results that may be expected for the year ended December 31,
1998. The unaudited condensed consolidated financial statements should be read
in conjunction with the financial statements and footnotes thereto included in
the Company's annual report, Form 10-K and Form 10-K/A for the year ended
December 31, 1997.
PRO FORMA NET INCOME. Pro forma net income has been presented because
Personal Electronics has merged with EFTC in a business combination accounted
for as a pooling of interests and was an S corporation which was not subject to
income taxes. Accordingly, no provision for income taxes has been included in
the consolidated financial statements for the operations of this company prior
to its merger with EFTC. The pro forma adjustment to income taxes has been
computed as if the merged company had been a taxable entity subject to income
taxes for all periods prior to its merger with EFTC at the marginal rates
applicable in such periods.
EARNINGS PER SHARE. The Company has adopted Statement of Financial
Accounting Standards No. 128 "Earnings Per Share" ("SFAS 128"). SFAS 128
requires the restatement of all prior-period earnings per share ("EPS") data.
Basic EPS excludes dilution and is computed by dividing income available to
common shareholders by the weighted average number of common shares outstanding
for the period. Diluted EPS includes the effects of the potential dilution of
stock options, determined using the treasury stock method. The computation of
weighted average shares includes the shares and options issued in connection
with business combinations accounted for as a pooling of interests as if they
had been outstanding for all periods prior to the merger.
Notes 2--Inventories
The components of inventory consist of the following:
June 30, 1998 December 31, 1997
------------- - -----------------
Purchased parts
and completed subassemblies $48,720,261 $38,723,546
Work-in-process 9,984,623 6,950,855
Finished Goods 1,108,151 392,249
--------- -------
$59,813,035 $46,066,650
=========== ===========
<PAGE>
<TABLE>
<CAPTION>
Note 3--Supplemental Disclosure of Cash Flow Information
Six Months Ended
June 30, 1998 June 30, 1997
------------- -------------
<S> <C> <C>
Cash paid during the period for:
Interest $1,033,246 $124,963
========== ========
Income taxes $1,285,000 $0
========== ==
Common stock issued in exchange for stock
of Current Electronics, Inc. $ - $5,445,000
========== ==========
Conversion of notes payable to shareholders' equity $1,397,922 $ -
========== ==========
Tax benefit from exercise of non-qualified stock options $604,603 $ -
======== ==========
</TABLE>
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 1998
This information set forth below contains "forward looking statements"
within the meaning of the federal securities laws and other statements of
expectations, beliefs, plans, and similar expressions concerning matters that
are not historical facts. These statements are subject to risks and
uncertainties that could cause actual results to differ materially from those
expressed in the statements.
Results of Operations
Net Sales. The Company's net sales increased by 149.2% to $61.3 million
for the second quarter of 1998 compared to $24.6 million in the second quarter
of 1997. The increase in net sales is due primarily to the inclusion of the
operations from Current Electronics, Inc. and certain of its affiliates (the "CE
Companies"), acquired on February 24, 1997 (the "CE Merger"), the inclusion of
the operations of the Company's Ft. Lauderdale and Arizona facilities, acquired
from AlliedSignal in August 1997 (the "AlliedSignal Acquisition"), the inclusion
of Circuit Test, Inc. and certain of its affiliates (the "CTi Companies"),
acquired on September 30, 1997 (the "CTi Merger") and the growth in revenues of
Personal Electronics.
The Company's net sales increased by 183.8% to $115.5 million during
the six months of fiscal 1998, from $40.7 million during the same period of
fiscal 1997. The increase in net sales is due primarily to the mergers and
acquisitions mentioned above, the growth in revenues of Personal Electronics,
and increased orders from existing customers.
Gross Profit. Gross profit increased by 173.7% to $10.4 million for the
quarter ended June 30, 1998 compared to $3.8 million for the same period last
year. The gross profit margin increased to 17.0% for the quarter ended June 30,
1998 from 15.4% for the quarter ended June 30, 1997. The increase in gross
profit margin is related to (i) the operations of the CE Companies, which have
historically had a higher gross profit margin, (ii) the adoption of the
Company's Asynchronous Process Manufacturing ("APM") methodology in the later
part of 1996 in the Rocky Mountain facility which has resulted in greater
operating efficiencies, and (iii) the operations of the CTi Companies, which
have historically had a higher gross profit percentage. In addition, as revenues
have increased, fixed overhead costs such as certain labor costs and
depreciation have not increased at the same rate as revenues, resulting in
higher margins.
In the first six months of 1998, gross profit increased by 244.1% to
$20.3 million compared to $5.9 million for the first six months of fiscal 1997.
The gross profit margin for the first six months of fiscal 1998 was 17.6%
compared to 14.5% for the first six months of 1997. The reasons for these
increases are explained above.
Selling, General and Administrative Expenses. Selling, general and
administrative ("SGA") expense increased by 170.0% to $5.4 million for the
second quarter ended June 30, 1998, compared with $2.0 million for the same
period in 1997. As a percentage of net sales, SGA expense increased to 8.7% for
the quarter ended June 30, 1998 from 8.1% from the quarter ended June 30, 1997.
The increase in SGA expense is primarily due to the inclusion of the CE
Companies', the CTi Companies' and the Company's Ft. Lauderdale and Arizona
facilities' SGA expense and increased investment in information technology and
marketing.
Selling, general, and administrative expenses increased by 234.4% to
$10.7 million for the first six months of fiscal 1998 compared to $3.2 million
for the first six months of fiscal 1997. As a percentage of net sales, SGA
increased to 9.2% in the first six months of 1998 from 7.9% in the same period
of fiscal 1997. The reasons for these increases are explained above.
Operating Income. Operating income increased to $4.6 million for the
quarter ended June 30, 1998 from $1.7 million for the quarter ended June 30,
1997. Operating income as a percentage of net sales increased to 7.5% for the
quarter ended June 30, 1998 from 7.0% for the quarter ended June 30, 1997. The
increase in operating income is attributable to the CE Merger, the CTi Merger,
the increase in operating income of Personal Electronics, increased efficiencies
associated with APM, and the acquisition and operation of the Ft. Lauderdale
facility.
Operating income for the first six months of fiscal 1998 increased
200.0% to $7.8 million from $2.6 million for the first six months of 1997.
Operating income as a percentage of net sales increased to 6.7% in the first six
months of fiscal 1998 from 6.4% in the same period last year. The increase in
operating income is due to the factors explained above, which were partially
offset by merger costs incurred in the six months ended June 30, 1998.
Interest Expense. Interest expense was $1.0 million for the quarter
ended June 30, 1998 compared to $0.4 million for the same period in 1997. The
increase in interest is primarily the result of the incurrence of debt
associated with the CE Merger, the AlliedSignal Asset Purchase in Arizona and
Florida, the CTi Merger, and increased operating debt used to finance the growth
of inventories and receivables.
Interest expense for the first six months of 1998 was $2.0 million
compared to $0.6 million for the same period in fiscal 1997. The increase in
interest expense is primarily the result of the incurrence of debt as explained
above.
Income Tax Expense. The effective income tax rate for the quarter ended
June 30, 1998 was 40.0% including pro forma income taxes compared to 37.7% for
the same period in 1997. The increase is due to the impact of nondeductible
goodwill.
The effective income tax rate for the six months ended June 30, 1998
was 45.7% including pro forma income taxes compared to 37.7% for the same period
in 1997. The increase is due to the impact of nondeductible goodwill and the
nondeductible portion of the merger costs in the first six months of 1998, which
increased the effective tax rate.
Liquidity and Capital Resources
At June 30, 1998, working capital totaled $65.7 million compared to
$43.6 million at December 31, 1997.
Cash used in operations for the six months ended June 30, 1998, was
$14.1 million compared to $0.1 million for the same period in 1997. Accounts
receivable increased 48.8% to $37.8 million at June 30, 1998 from $25.4 million
at December 31, 1997. A comparison of receivable turns (e.g., annualized sales
divided by current accounts receivable) for the six months ended June 30, 1998
compared to December 31, 1997 is 6.1 and 4.5, respectively. Inventories
increased 29.7% to $59.8 million at June 30, 1998 from $46.1 million at December
31, 1997. A comparison of inventory turns (i.e., annualized cost of sales
divided by current inventory) for the six months ended June 30, 1998 compared to
December 31, 1997 shows an increase to 3.2 from 2.1, respectively.
The Company used cash to purchase capital equipment totaling $13.0
million for the six months ended June 30, 1998 compared to $1.3 million for the
six months ended June 30, 1997. The increase is primarily attributable to
construction payments for buildings and improvements in the Northwest,
Southwest, and Rocky Mountain locations.
In connection with the CTi Merger and the AlliedSignal Asset Purchase,
the Company entered into a Credit Agreement, dated as of September 30, 1997, as
amended (the "Bank One Loan"), provided by Bank One, Colorado, N.A. The Bank One
Loan initially provided for a $25 million revolving line of credit, maturing on
September 30, 2000 and a $20 million term Loan maturing on September 30, 2002.
The Bank One Loan currently bears interest at a rate based on either the London
Inter-Bank Offering Rate ("LIBOR") or Bank One prime rate plus applicable
margins ranging from 2.50% to 0.00% for both the term and revolving facilities.
Borrowings on the revolving facility are subject to limitation based on the
value of the available collateral. The Bank One Loan is collateralized by
substantially all of the Company's assets, including real estate and all of the
outstanding capital stock and membership interests of the Company's
subsidiaries, whether now owned or later acquired. The agreement for the Bank
One Loan contains covenants, restricting liens, capital expenditures,
investments, borrowings, payment of dividends, mergers and acquisitions and sale
of assets. In addition, the loan agreement, as amended, contains financial
covenants restricting maximum annual capital expenditures, recapturing excess
cash flow and requiring maintenance of the following ratios (as defined in the
agreement for the Bank One Loan): (i) maximum total debt to EBITDA; (ii) minimum
fixed charge coverage; (iii) minimum EBITDA to interest; and (iv) minimum
tangible net worth requirement with periodic step-up.
In August 1997, the Company issued a director of the Company $15
million in aggregate principal amount of Subordinated Notes, with a maturity
date of December 31, 2002 and bearing interest at LIBOR plus 2.0%, in order to
fund the acquisition of certain assets from AlliedSignal. The Company issued a
warrant (the "Warrant") to purchase 500,000 shares of common stock at a price of
$8.00 per share in connection with the Subordinated Notes. The Warrant was
exercised in October 1997, resulting in net proceeds to the Company of $4
million. In December 1997, the Company repaid approximately $ 10 million of the
Subordinated Notes from the proceeds of additional borrowings under the Bank One
Loan.
In November 1997, the Company completed a public offering of
approximately 3,500,000 shares of common stock. The Company used the proceeds of
such offering to make a $6.0 million payment to the previous owners of the CTi
Companies and to repay approximately $32 million of the Bank One Loan. In
November 1997, the Company reborrowed approximately $20 million of the Bank One
Loan that had been repaid in order to fund increases in inventory and accounts
receivable related to increased business associated with the CE Merger, the CTi
Merger, the AlliedSignal Asset Purchase, and to repay $10 million in aggregate
principal amount of the Subordinated Notes. In March 1998, the Company issued
Bank One a 15-day note in the principal amount of $5 million (the "Bank One
Note") the proceeds of which were used to make payments to AlliedSignal in
connection with the AlliedSignal Asset Purchase and for normal operating
expenses. The Bank One Loan was then amended in April 1998 to increase the
revolving line of credit to $40 million from $25 million. The Bank One Note was
repaid in April 1998, after the amendment to the Bank One Loan was completed.
In June 1998, the Company completed a public offering of approximately
3,000,000 shares of common stock. Of the 3,000,000 shares, 1,600,000 were
offered by the Company and 1,400,000 were offered by selling shareholders. The
Company did not receive any of the proceeds from the sale of shares by the
selling shareholders. The Company used the proceeds of such offering of $21.2
million to pay down the revolving loan under the Bank One Loan. As of June 30,
1998, the total outstanding principal amount under the Bank One Loan was $42.8
million, comprised of a term loan of $18.7 million and an outstanding balance on
the revolving loan of $24.2 million. $15.8 million remained available for
borrowing under the Bank One Loan.
The Company may require additional capital to finance enhancements to,
or expansions of, its manufacturing capacity through internal growth or
acquisitions in accordance with its business strategy. Management believes that
the need for working capital will continue to grow at a rate generally
consistent with the growth of the Company's operations. The Company may seek
additional funds, from time to time, through public or private debt or equity
offerings, bank borrowing or leasing arrangements; however, no assurance can be
given that financing will be available on terms acceptable to the Company.
The Company is implementing a new management information system (the
"MIS System") throughout all of its facilities, including those it has recently
acquired. The MIS System is designed to be "Year 2000 Compliant." Therefore, in
the absence of unanticipated difficulties in implementing the MIS System, the
Company does not anticipate that Year 2000 problems will have a material adverse
effect on the Company's operations. The Company is evaluating the impact of the
Year 2000 issue on vendors with a goal of completion during 1998.
Quarterly Results
Although management does not believe that the Company's business is
affected by seasonal factors, the Company's sales and earnings may vary from
quarter to quarter, depending primarily upon the timing of the customer orders
and product mix. Therefore, the Company's operating results for any particular
quarter may not be indicative of the results for any future quarter of the year.
<PAGE>
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The registrant held its annual meeting of shareholders on June 4, 1998,
for the purpose of electing a board of directors, approving the appointment of
auditors, and voting on the proposals described below. Proxies for the meeting
were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934
and there was no solicitation in opposition to management's solicitations.
All of management's nominees for directors as listed in the proxy statement
were elected with the following vote:
Proposal #1: ELECTION OF DIRECTORS For Withhold
Allen S. Braswell, Jr. Class I 10,382,395 278,501
James A. Doran Class I 10,382,195 278,701
Richard L. Monfort Class I 10,382,395 278,501
Charles E. Hewitson Class II 10,382,395 278,501
Robert K. McNamara Class II 10,382,195 278,701
Robert Monaco Class III 10,382,395 278,501
Proposal #2: Proposal to ratify the selection of KPMG Peat Marwick
LLP as the independent auditors to audit the financial
statements of the company for the fiscal year ending
December 31, 1998.
For Against Abstain
10,654,366 2,330 4,200
Proposa #3: Proposal to amend the equity incentive plan. Approval
of an amendment to the company's equity incentive plan
to increase the number of shares of the Company's common
stock reserved for issuance thereunder from 1,995,000 to
4,495,000.
For Against Abstain Not Voted
7,492,378 1,456,733 566,952 1,144,833
<PAGE>
ITEM 6(a) Exhibits
EXHIBIT
NUMBER
27.1 Financial Data Schedule
ITEM 6(b) Reports on Form 8-K
The Company filed a current report on Form 8-K with the Securities and
Exchange Commission on April 14, 1998, on which the following items were
reported.
Item 2. Acquisition or Disposition of Assets - The Company
completed a merger with RM Electronics, Inc., a New Hampshire
Corporation doing business as Personal Electronics, Inc.,
pursuant to an agreement and Plan of Reorganization, dated as
of March 31, 1998.
ITEM 6(b) Reports on Form 8-K
The Company filed a current report on Form 8-K with the Securities and
Exchange Commission on May 14, 1998, on which the following item was reported.
Item 5 - Other Events.
To provide a period that the Company could use to demonstrate that the risk
sharing requirements of pooling-of-interests accounting treatment (as required
by the Securities and Exchange Commissions' ASR. No. 135 and SAB. No. 65) have
occurred, the condensed combined unaudited results of operations for the
one-month period ended April 30, 1998, which covered at least 30 days of
post-merger operations, were published.
<PAGE>
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.
EFTC Corporation
(Registrant)
Date: August 14, 1998
/s/ Jack Calderon
- ------------------------------------------------------
Jack Calderon
Chairman and Chief Executive Officer
Date: August 14, 1998
/s/ Stuart W. Fuhlendorf
- ------------------------------------------------------
Stuart W. Fuhlendorf
Chief Financial Officer
Date: August 14, 1998
/s/ Brent L. Hofmeister
- ------------------------------------------------------
Brent L. Hofmeister, CPA
Controller
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 806,024
<SECURITIES> 0
<RECEIVABLES> 38,366,153
<ALLOWANCES> 529,994
<INVENTORY> 59,813,035
<CURRENT-ASSETS> 101,073,341
<PP&E> 44,801,282
<DEPRECIATION> 9,491,571
<TOTAL-ASSETS> 184,473,555
<CURRENT-LIABILITIES> 35,398,032
<BONDS> 44,126,227
0
0
<COMMON> 155,101
<OTHER-SE> 102,637,482
<TOTAL-LIABILITY-AND-EQUITY> 184,473,555
<SALES> 61,327,547
<TOTAL-REVENUES> 61,327,547
<CGS> 50,930,888
<TOTAL-COSTS> 50,930,888
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