EDELBROCK CORP
10-Q, 2000-05-08
MOTOR VEHICLE PARTS & ACCESSORIES
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<PAGE>   1
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

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


       For the Quarterly Period Ended             Commission File Number
               March 25, 2000                            34-24802


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


                 Delaware                                33-0627520
      (State or other jurisdiction of                 (I.R.S. Employer
      incorporation or organization)               Identification Number)


2700 California Street, Torrance, California               90503
  (Address of principal executive offices)               (Zip Code)

                                  (310)781-2222
               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 May 8, 2000, the Company had 5,146,639 shares of Common Stock outstanding.



                                       1
<PAGE>   2

                              EDELBROCK CORPORATION
                 FORM 10-Q FOR THE QUARTER ENDED MARCH 25, 2000
                                      INDEX

<TABLE>
<CAPTION>
                                                                                      Page
                                                                                      ----
<S>     <C>                                                                           <C>
Part I  FINANCIAL STATEMENTS

        Item 1. Interim Financial Statements

                Condensed Consolidated Balance Sheets as of March 25, 2000 and
                   June 30, 1999................................................       3

                Consolidated Statements of Income for the Three Months and Nine
                   Months Ended March 25, 2000 and 1999.........................       4

                Condensed Consolidated Statements of Cash Flows for the Nine
                   Months Ended March 25, 2000 and 1999.........................       5

                Notes to Consolidated Financial Statements......................       6


        Item 2. Management's Discussion and Analysis of Financial Condition and
                   Results of Operations .......................................       7-12

Part II OTHER INFORMATION ......................................................       13
</TABLE>



                                       2
<PAGE>   3

                              EDELBROCK CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                      March 25,         June 30,
                                                         2000             1999
                                                     -----------      -----------
                                                     (Unaudited)
<S>                                                  <C>              <C>
ASSETS
Current assets
    Cash and cash equivalents .................      $   413,000      $13,685,000
    Accounts receivable, net ..................       31,943,000       23,976,000
    Inventories ...............................       17,671,000       17,155,000
    Prepaid expenses and other ................        1,165,000        1,261,000
                                                     -----------      -----------
Total current assets ..........................       51,192,000       56,077,000

Property, plant and equipment, net ............       41,689,000       36,708,000
Other .........................................        1,485,000        1,467,000
                                                     -----------      -----------
Total assets ..................................      $94,366,000      $94,252,000
                                                     ===========      ===========

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
    Accounts payable ..........................      $12,599,000      $16,037,000
    Accrued expenses ..........................        3,930,000        4,548,000
    Current portion of long-term debt .........           74,000           69,000
                                                     -----------      -----------
Total current liabilities .....................       16,603,000       20,654,000

Long-term debt ................................        2,009,000        2,065,000
Deferred income taxes .........................        2,817,000        2,882,000

Shareholders' equity ..........................       72,937,000       68,651,000
                                                     -----------      -----------
Total liabilities and shareholders' equity ....      $94,366,000      $94,252,000
                                                     ===========      ===========
</TABLE>

The accompanying notes are an integral part of the interim financial statements.



                                       3
<PAGE>   4

                              EDELBROCK CORPORATION
                        CONSOLIDATED STATEMENTS OF INCOME
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                 Three months ended                Nine months ended
                                                                     March 25,                         March 25,
                                                           ----------------------------      ----------------------------
                                                               2000             1999             2000             1999
                                                           -----------      -----------      -----------      -----------
<S>                                                        <C>              <C>              <C>              <C>
Revenues ............................................      $29,900,000      $26,973,000      $84,066,000      $75,170,000
Cost of sales .......................................       18,570,000       16,480,000       51,967,000       45,814,000
                                                           -----------      -----------      -----------      -----------
    Gross profit ....................................       11,330,000       10,493,000       32,099,000       29,356,000
                                                           -----------      -----------      -----------      -----------

Operating expenses
    Selling, general and administrative .............        7,414,000        6,733,000       21,716,000       19,408,000
    Research and development ........................          887,000          746,000        2,541,000        2,187,000
    Write-off of uncollectible receivable ...........              -0-              -0-              -0-          400,000
    Settlement expense ..............................              -0-          190,000              -0-          190,000
                                                           -----------      -----------      -----------      -----------
    Total operating expenses ........................        8,301,000        7,669,000       24,257,000       22,185,000
                                                           -----------      -----------      -----------      -----------

Operating income ....................................        3,029,000        2,824,000        7,842,000        7,171,000

Interest expense ....................................           49,000           50,000          148,000          152,000
Interest income .....................................           41,000           56,000          341,000          228,000
                                                           -----------      -----------      -----------      -----------
Income before taxes on income .......................        3,021,000        2,830,000        8,035,000        7,247,000

Taxes on income .....................................        1,118,000        1,046,000        2,973,000        2,681,000
                                                           -----------      -----------      -----------      -----------
Net income ..........................................      $ 1,903,000      $ 1,784,000      $ 5,062,000      $ 4,566,000
                                                           -----------      -----------      -----------      -----------

Basic net income per share ..........................      $      0.37      $      0.34      $      0.97      $      0.87
                                                           -----------      -----------      -----------      -----------
Diluted net income per share ........................      $      0.37      $      0.34      $      0.97      $      0.86
                                                           -----------      -----------      -----------      -----------
Basic weighted average number of
    shares outstanding ..............................        5,174,000        5,257,000        5,196,000        5,255,000
    Effect of diluted stock options and warrants ....              -0-           49,000           23,000           55,000
                                                           -----------      -----------      -----------      -----------
Diluted weighted average number of
    shares outstanding ..............................        5,174,000        5,306,000        5,219,000        5,310,000
                                                           -----------      -----------      -----------      -----------
</TABLE>

The accompanying notes are an integral part of the interim financial statements.



                                       4
<PAGE>   5

                              EDELBROCK CORPORATION
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                    Nine months ended
Increase (Decrease) in Cash and Cash Equivalents                        March 25,
                                                             -------------------------------
                                                                 2000               1999
                                                             ------------       ------------
<S>                                                          <C>                <C>
Operating activities
    Net income ........................................      $  5,062,000       $  4,566,000
    Write-off of uncollectible receivable .............                --            400,000
    Depreciation and amortization .....................         4,064,000          3,452,000
    Net change in operating assets and liabilities ....       (12,625,000)        (9,644,000)
                                                             ------------       ------------
Net cash used in operating activities .................        (3,499,000)        (1,226,000)
                                                             ------------       ------------

Investing activities
    Capital expenditures ..............................        (9,092,000)        (3,304,000)
    Other .............................................           146,000            411,000
                                                             ------------       ------------
Net cash used in investing activities .................        (8,946,000)        (2,893,000)
                                                             ------------       ------------

Financing activities
    Proceeds from issuance of common stock
        under stock option plan .......................            34,000            234,000
    Payments to acquire treasury stock ................          (704,000)          (222,000)
    Dividends paid on common stock ....................          (106,000)                --
    Debt repayments ...................................           (51,000)           (46,000)
                                                             ------------       ------------
Net cash used in financing activities .................          (827,000)           (34,000)
                                                             ------------       ------------

Net decrease in cash and cash equivalents .............       (13,272,000)        (4,153,000)
Cash and cash equivalents at beginning of period ......        13,685,000          8,370,000
                                                             ------------       ------------
Cash and cash equivalents at end of period ............      $    413,000       $  4,217,000
                                                             ============       ============

Supplemental disclosure of cash flow information
  Cash paid during the period for
    Interest ..........................................      $    148,000       $    152,000
                                                             ============       ============
    Income taxes ......................................      $  3,393,000       $  3,050,000
                                                             ============       ============
</TABLE>

The accompanying notes are an integral part of the interim financial statements.



                                       5
<PAGE>   6

                              EDELBROCK CORPORATION
               NOTES TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 1 - BASIS OF PRESENTATION

The consolidated interim financial statements of Edelbrock Corporation (the
"Company" or "Edelbrock") at March 25, 2000 and for the three and nine month
periods ended March 25, 2000, are unaudited, but include all adjustments
(consisting only of normal recurring adjustments) which the Company considers
necessary for a fair presentation. The June 30, 1999 balance sheet was derived
from the balance sheet included in the Company's audited consolidated financial
statements as included in the Company's Form 10-K for its fiscal year ended June
30, 1999 (File No. 0-24802).

These unaudited 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 for a
complete presentation, and should be read in conjunction with the Company's
audited consolidated financial statements included in the Form 10-K indicated
above. Operating results for the three and nine month periods ended March 25,
2000 are not necessarily indicative of the results that may be expected for the
fiscal year ending June 30, 2000.

NOTE 2 - INVENTORIES

Inventories at March 25, 2000 and June 30, 1999 consisted of the following:

<TABLE>
<CAPTION>
                                                March 25,         June 30,
                                               -----------      -----------
                                               (Unaudited)
<S>                                            <C>              <C>
      Raw materials .....................      $ 9,216,000      $ 8,671,000
      Work in process ...................        1,884,000        1,923,000
      Finished goods ....................        6,571,000        6,561,000
                                               -----------      -----------
                                               $17,671,000      $17,155,000
                                               ===========      ===========
</TABLE>



                                       6
<PAGE>   7

Item 2. Management's Discussion and Analysis of Financial Conditions and Results
        of Operations

The following is a discussion and analysis of the consolidated financial
condition and results of operations of the Company for the three and nine months
ended March 25, 2000. The following should be read in conjunction with the
Consolidated Interim Financial Statements and related notes appearing elsewhere
herein.

      Overview

The Company was founded in 1938, and is one of America's leading manufacturers
and marketers of specialty performance automotive and motorcycle aftermarket
parts. The Company designs, manufactures, packages and markets performance
automotive and motorcycle aftermarket parts, including intake manifolds,
carburetors, camshafts, cylinder heads, fuel injection systems, exhaust systems,
Performer IAS Shock Absorbers and other performance components for most domestic
V8 and selected V6 engines. In addition, the Company offers performance
aftermarket manifolds, camshafts, cylinder heads, air cleaners, and carburetors
for Harley-Davidson and off-road motorcycles. The Company currently offers over
3,000 performance automotive and motorcycle aftermarket parts for street,
off-road, recreational and competition vehicle use.

      Product Mix

The Company manufactures its own products and purchases other products designed
to the Company's specifications from third-party manufacturers for subsequent
packaging and distribution to the Company's customers. Generally, the Company
can achieve a higher margin on those products which it manufactures as compared
to those purchased from third-party manufacturers. Accordingly, the Company's
results of operations in any given period are affected by product mix of the
Company's sales during the period.

      Manufacturing Capacity

During the most recent peak manufacturing period, the Company used substantially
all of its manufacturing capability for producing its specialty performance
automotive and motorcycle aftermarket parts.

In October 1999, the Company completed construction of a 65,950 square foot
distribution facility on Company-owned property adjacent to its exhaust system
and shock absorber production facilities in Torrance, California. The Company is
now utilizing the former 30,000 square foot distribution area at its
headquarters for additional manufacturing capacity.

      Seasonality

The Company's sales are subject to seasonal variations. Customer orders and
sales are typically greatest in the third and fourth quarters of the Company's
fiscal year in anticipation of and during the spring and summer months.
Accordingly, revenues and operating income tend to be relatively higher in the
third and fourth fiscal quarters.



                                       7
<PAGE>   8

THREE MONTHS ENDED MARCH 25, 2000, COMPARED TO THREE MONTHS ENDED MARCH 25, 1999

      Revenues

Revenues increased 10.9% to $29.9 million for the three months ended March 25,
2000 from $27.0 million for the same period of 1999. This increase was primarily
the result of an increase of approximately $1.0 million, or 9.2%, in the sale of
Edelbrock automotive carburetors; an increase of approximately $424,000, or
15.1%, in the sale of aluminum automotive cylinder heads, an increase of
approximately $370,000, or 4.7%, in the sale of aluminum automotive intake
manifolds, and an increase of approximately $459,000, or 103.6%, in the sale of
Performer IAS(R) shock absorbers.

      Cost of Sales

Cost of sales increased 12.7% to $18.6 million for the three months ended March
25, 2000 from $16.5 million for the same period of 1999. As a percent of
revenues, cost of sales increased to 62.1% for the three months ended March 25,
2000 from 61.1% for the same period of 1999. The increase in the cost of sales
percentage was primarily due to an increase in sales of Edelbrock automotive
carburetors for which the company achieves a lower margin and an increase in
labor and depreciation expense associated with the acquisition and operation of
new manufacturing capital equipment.

      Selling, General and Administrative Expense

Selling, general and administrative expense increased 10.1% to $7.4 million for
the three months ended March 25, 2000 from $6.7 million for the same period of
1999. This increase was primarily due to increased advertising expense and sales
commissions. As a percent of revenues, selling, general and administrative
expense decreased to 24.8% for the three months ended March 25, 2000 from 25.0%
for the same period of 1999.

      Research and Development Expense

Research and development ("R & D") expense increased 18.9% to $887,000 for the
three months ended March 25, 2000 from $746,000 for the same period of 1999. As
a percent of revenues, R & D expense increased to 3.0% for the three months
ended March 25, 2000 from 2.8% for the same period of 1999. The increase is
mainly attributed to Edelbrock's development of new shock absorber applications
and development of a new product line using Nitrous Oxide to enhance
performance.

      Settlement Expense

As previously disclosed, in September 1997, Super Shops Inc. filed a voluntary
petition for relief under chapter 11 of the United States Bankruptcy code, 11
U.S.C. Sections 101-l330 (the "Bankruptcy Code"). At the time of Super Shops'
filing, the Company was one of Super Shops' largest unsecured creditors and in
December 1997, Edelbrock wrote-off approximately $1.9 million of unsecured trade
receivables relating to Super Shops. On January 6, 1999, the Company was served
with a complaint filed by Super Shops in the United States Bankruptcy Court for
the Central District of California wherein Super Shops sought to recover
approximately $1.8 million in allegedly preferential payments made by Super
Shops to the Company in the ninety days prior to the commencement of Super
Shops' Chapter 11 case. In June 1999, the Company settled this claim with Super
Shops. The terms of the settlement included a cash settlement in the amount of
$190,000 payable in eight equal monthly installments, and Edelbrock has forgone
its claim for potential recovery of its unsecured trade receivable from Super
Shops.



                                       8
<PAGE>   9

      Interest Expense

Interest expense decreased 2.0% to $49,000 for the three months ended March 25,
2000 from $50,000 for the same period of 1999. The decrease was primarily due to
a decrease in the principal amount of average debt outstanding.

      Interest Income

Interest income decreased to $41,000 for the three months ended March 25, 2000
compared to $56,000 in the same period for 1999. The decrease was the result of
a decrease in the average balance of the Company's excess working capital
associated with payments made related to the construction of its distribution
facility and the purchase of new manufacturing equipment for the applicable
period.

      Taxes on Income

The provision for income taxes was $1.1 million for the three months ended March
25, 2000 and $1.0 million for the same period of 1999. The effective tax rate
for both periods was approximately 37%.

      Net Income

The Company's net income for the three months ended March 25, 2000 increased
6.7% to $1.9 million from $1.8 million for the same period of 1999. The increase
in net income was primarily the result of the items mentioned above.

NINE MONTHS ENDED MARCH 25, 2000, COMPARED TO NINE MONTHS ENDED MARCH 25, 1999

      Revenues

Revenues increased 11.8% to $84.1 million for the nine months ended March 25,
2000 from $75.2 million for the same period of 1999. This increase was primarily
the result of an increase of approximately $439,000, or 22.9%, in the sale of
shock absorbers; an increase of $4.5 million, or 15.3%, in the sale of Edelbrock
automotive carburetors; an increase of approximately $1.5 million, or 20.1%, in
the sale of aluminum automotive cylinder heads; and, an increase of
approximately $1.2 million, or 5.5%, in the sale of aluminum automotive intake
manifolds.

      Cost of Sales

Cost of sales increased 13.4% to $52.0 million for the nine months ended March
25, 2000 from $45.8 million for the same period of 1999. As a percent of
revenues, cost of sales increased to 61.8% for the nine months ended March 25,
2000 from 60.9% for the same period of 1999. The increase in the cost of sales
percentage was primarily due to an increase in sales of Edelbrock automotive
carburetors for which the company achieves a lower margin and an increase in
labor and depreciation expense associated with the acquisition and operation of
new manufacturing capital equipment.

      Selling, General and Administrative Expense

Selling, general and administrative expense increased 11.9% to $21.7 million for
the nine months ended March 25, 2000 from $19.4 million for the same period of
1999. This increase was due primarily to increased sales commissions associated
with increased sales, increases in advertising expenditures, and costs
associated with the Company's move to its new distribution facility, as well as
expansion of its current production facilities which included the 30,000 square
foot facility vacated by the former distribution center. As a percent of
revenues, selling, general and administrative expense was 25.8% for both the
nine months ended March 25, 2000 and 1999.



                                       9
<PAGE>   10

      Research and Development Expense

Research and development ("R & D") expense increased to $2.5 million for the
nine months ended March 25, 2000 compared to $2.2 million for the same period of
1999. As a percent of revenues, R & D expense increased to 3.0% for the nine
months ended March 25, 2000 from 2.9% for the same period of 1999. The increase
is mainly attributed to Edelbrock's development of shock absorber applications
and development of a new product line using Nitrous Oxide to enhance
performance.

      Write-off of Uncollectible Receivable

In December 1998, the Company wrote-off approximately $400,000 of unsecured
trade receivables relating to Champion Auto Stores, Inc., a Minnesota-based
automotive parts retailer, who filed a voluntary petition for reorganization
under Chapter 11 of the Federal Bankruptcy Code in May 1998 and was further
converted to Chapter 7 Liquidation in December 1998. The $400,000 write-off
represents all of the outstanding receivable balance, a portion of which was
previously reserved.

      Settlement Expense

As previously disclosed, in September 1997, Super Shops Inc. filed a voluntary
petition for relief under chapter 11 of the United States Bankruptcy code, 11
U.S.C. Sections 101-l330 (the "Bankruptcy Code"). At the time of Super Shops'
filing, the Company was one of Super Shops' largest unsecured creditors and in
December 1997, Edelbrock wrote-off approximately $1.9 million of unsecured trade
receivables relating to Super Shops. On January 6, 1999, the Company was served
with a complaint filed by Super Shops in the United States Bankruptcy Court for
the Central District of California wherein Super Shops sought to recover
approximately $1.8 million in allegedly preferential payments made by Super
Shops to the Company in the ninety days prior to the commencement of Super
Shops' Chapter 11 case. In June 1999, the Company settled this claim with Super
Shops. The terms of the settlement included a cash settlement in the amount of
$190,000 payable in eight equal monthly installments, and Edelbrock has forgone
its claim for potential recovery of its unsecured trade receivable from Super
Shops.

      Interest Expense

Interest expense decreased 2.6% to $148,000 for the nine months ended March 25,
2000 from $152,000 for the same period of 1999. The decrease was primarily due
to a decrease in the principal amount of average debt outstanding.

      Interest Income

Interest income increased 49.6 % to $341,000 for the nine months ended March 25,
2000 from $228,000 for the same period in 1999. This increase was primarily due
to an increase in the average balance of the Company's excess working capital
for the applicable period.

      Taxes on Income

The provision for income taxes increased to $3.0 million for the nine months
ended March 25, 2000 from $2.7 million for the 1999 period. The effective tax
rate for both periods was approximately 37%.



                                       10
<PAGE>   11

      Net Income

The Company's net income for the nine months ended March 25, 2000 increased
10.9% to $5.1 million from $4.6 million for the same period of 1999. This
increase in net income for the current year was primarily from increased sales;
also, the write-off amount of the uncollectible receivables and settlement
expenses from the prior year did not recur in the current period.

LIQUIDITY AND CAPITAL RESOURCES

The Company's liquidity requirements arise primarily from the funding of its
seasonal working capital needs and capital expenditures. Historically, the
Company has met these liquidity requirements through existing cash flow
generated from operating activities and with borrowed funds under the Company's
$2.0 million revolving credit facility ("Revolving Credit Facility") which
expires on February 1, 2002. Due to seasonal demand for the Company's products,
the Company builds inventory during the first and second fiscal quarters in
advance of the typically stronger selling periods during the third and fourth
fiscal quarters.

The Company believes that funds generated from operations and funds available
under the Revolving Credit Facility together with existing cash balances will be
adequate to meet its working capital, debt service and capital expenditure
requirements through the next twelve months. The Company anticipates incurring
capital expenditures of approximately $10.0 - $10.5 million in fiscal year 2000
(most of which have already been incurred) primarily for construction of its new
distribution facility and additional capital equipment to increase production
capacity.

YEAR 2000 COMPLIANCE

Prior to December 31, 1999, management of the Company completed its review of
internal information systems, manufacturing and engineering equipment, and
facilities, as well as surveys of key vendors and service providers for Year
2000 risks. As of the date of this filing, the Company has experienced no
disruptions or other significant problems related to Year 2000 issues.
Additionally, to date, there have been no Year 2000 related failures or
disruptions communicated to the Company with respect to supplies or services
from vendors or service providers. To date, there have been no Year 2000 related
problems reported from customers regarding the Company's products.

However, if Year 2000 issues develop subsequent to the date of this filing which
impact the ability of vendors or service providers to adequately supply the
Company, there could be a material adverse impact on the Company's operations.
Additionally, if the Company's products were to incur Year 2000 performance
problems, there could be an adverse impact on results of operations and
financial condition due to increased warranty costs, litigation expenses and
other material liabilities, or a loss of customers.

The Company did not incur significant costs related to year 2000 issues during
the previous nine month period and does not expect to incur material Year 2000
transition costs in the future.

"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995:

Any statements set forth above which are not historical facts are
forward-looking statements that involve known and unknown risks and
uncertainties that could cause actual results to differ materially from those in
the forward-looking statements. Potential risks and uncertainties include such
factors as the financial strength and competitive pricing environment of the
automotive and motorcycle aftermarket industries, product demand, market
acceptance, manufacturing efficiencies, new product development, the success of
planned advertising, marketing and promotional campaigns, and other risks
identified herein and in other documents filed by the Company with the
Securities and Exchange Commission.



                                       11
<PAGE>   12

Item 3. Quantitative and Qualitative Disclosure About Market Risk

The Company's exposure to interest rate changes is primarily related to its
variable rate debt which may be outstanding from time to time under the
Company's Revolving Credit Facility with Bank of America, NT & SA. The Company's
Revolving Credit Facility is a $2 million line of credit with an interest rate
based on the prime rate (currently 9.0%). It expires on February 1, 2002.
Because the interest rate on the Revolving Credit Facility is variable, the
Company's cash flow may be affected by increases in the prime rate. Management
does not believe that any risk inherent in the variable rate nature of the loan
is likely to have a material effect on the Company. As of March 25, 2000, the
Company's outstanding balance on the Revolving Credit Facility was zero. Even if
the Company were to draw down on the line prior to its expiration and an
unpredicted increase in the prime rate occurred, it would not likely have a
material effect.

      Sensitivity Analysis

To assess exposure to interest rate changes, the Company has performed a
sensitivity analysis assuming the Company had a $1 million balance outstanding
under the Revolving Line of Credit. The monthly interest payment, if the rate
stayed constant, would be $7,500. If the prime rate rose 100 basis points, the
monthly interest payment would equal $8,333. The Company does not believe the
risk resulting from such fluctuations is material nor that the payment required
would have a material effect on cash flow.



                                       12
<PAGE>   13

                           PART II - OTHER INFORMATION


Item 1. Changes in Securities

      Not applicable.

Item 2. Defaults upon Senior Securities

      Not applicable.

Item 3. Submission of Matters to a Vote of Security Holders

      Not applicable.

Item 4. Other Information

      Not applicable.

Item 5. Exhibits and Reports on Form 8-K

      Exhibits

      Not applicable.

      Reports on Form 8-K

      There were no reports on Form 8-K filed during the three months ended
March 25, 2000.



                                       13
<PAGE>   14

                                   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.



                                          EDELBROCK CORPORATION
                                          -------------------------------------
                                          Registrant



Date: May 8, 2000                         ARISTEDES T. FELES
                                          -------------------------------------
                                          Aristedes T. Feles
                                          Vice President Finance,
                                          Chief Financial Officer and
                                          Director



                                       14


<TABLE> <S> <C>

<ARTICLE> 5

<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          JUN-30-2000
<PERIOD-START>                             JUL-01-1999
<PERIOD-END>                               MAR-25-2000
<CASH>                                         413,000
<SECURITIES>                                         0
<RECEIVABLES>                               32,443,000
<ALLOWANCES>                                   500,000
<INVENTORY>                                 17,671,000
<CURRENT-ASSETS>                            51,192,000
<PP&E>                                      72,342,000
<DEPRECIATION>                              30,653,000
<TOTAL-ASSETS>                              94,366,000
<CURRENT-LIABILITIES>                       16,603,000
<BONDS>                                              0
                                0
                                          0
<COMMON>                                        52,000
<OTHER-SE>                                  72,885,000
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