BALTEK CORP
10-Q, 1997-11-07
MILLWOOD, VENEER, PLYWOOD, & STRUCTURAL WOOD MEMBERS
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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 September 30, 1997

                                       OR

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


           For the transition period from                             to
                               
                         Commission file number 2-44764 

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



             Delaware                                       13-2646117
   --------------------------------                      ------------------- 
   (State or other jurisdiction of                        (I.R.S. Employer
   incorporation or  organization)                        Identification No.)


           10 Fairway Court, P.O. Box 195, Northvale, New Jersey 07647
          -------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)


                                  201-767-1400
                                  ------------
               Registrant's telephone number, including area code

         Indicated  by check  mark  whether  the  registrant  (1) has  filed all
annual, quarterly and other reports required to be filed with the Commission and
(2) has been subject to the filing  requirements  for at least the past 90 days.
Yes [ X ]    No  [  ]

         Common  share of stock  outstanding  as of November 6, 1997:  2,523,261
shares
<PAGE>

BALTEK CORPORATION

TABLE OF CONTENTS



PART I  FINANCIAL INFORMATION:

   ITEM 1.  FINANCIAL STATEMENTS:

     Consolidated Balance Sheets as of September 30, 1997 and December 31, 1996

     Consolidated  Statements of Operations and Retained  Earnings for the Three
         and Nine Months Ended September 30, 1997 and 1996

     Consolidated  Statements of Cash Flows for the Nine Months Ended  September
         30, 1997 and 1996

     Notes to Consolidated Financial Statements

   ITEM 2.  Management's Discussion and Analysis of Financial Condition
     and Results of Operations

PART II  OTHER INFORMATION:

   ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K




<PAGE>
<TABLE>
<CAPTION>
BALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS
(UNAUDITED)

                                                                            September 30,   December 31,
ASSETS                                                                         1997            1996
                                                                           -----------     -----------
<S>                                                                        <C>             <C>
CURRENT ASSETS:
  Cash and cash equivalents ..........................................     $ 1,381,679     $ 1,114,659
  Accounts receivable, net ...........................................       5,394,613       4,820,544
  Inventories ........................................................      13,064,682      13,713,660
  Prepaid expenses ...................................................         457,485         308,850
  Other ..............................................................       1,591,200       1,487,121
                                                                           -----------     -----------

           Total current assets ......................................      21,889,659      21,444,834

PROPERTY, PLANT AND EQUIPMENT, Net ...................................      10,630,513      10,759,258

TIMBER AND TIMBERLANDS ...............................................       6,445,140       6,445,828

OTHER ASSETS .........................................................         500,426         665,495
                                                                           -----------     -----------

           Total assets ..............................................     $39,465,738     $39,315,415
                                                                           ===========     ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Notes payable ......................................................     $ 3,505,398     $ 3,600,000
  Accounts payable ...................................................       2,188,487       2,860,363
  Income tax payable .................................................          41,222            --
  Accrued salaries, wages and bonuses payable ........................         751,644         596,139
  Accrued expenses and other liabilities .............................         809,909         911,243
  Current portion of long-term debt ..................................         109,507         108,922
  Current portion of obligation under capital lease ..................         330,554         294,784
                                                                           -----------     -----------

           Total current liabilities .................................       7,736,721       8,371,451

OBLIGATION UNDER CAPITAL LEASE .......................................       1,423,131       1,679,985

LONG-TERM DEBT .......................................................         213,941         276,620

UNION EMPLOYEE TERMINATION BENEFITS ..................................         342,310         306,367
                                                                           -----------     -----------

           Total liabilities .........................................       9,716,103      10,634,423
                                                                           -----------     -----------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS
(UNAUDITED)

                                                                            September 30,   December 31,
                                                                               1997            1996
                                                                           -----------     -----------
<S>                                                                        <C>             <C>
STOCKHOLDERS' EQUITY:
  Preferred stock, $1.00 par; 5,000,000 shares authorized and unissued            --              --
  Common stock, $1.00 par; 10,000,000 shares authorized,
    2,523,261 shares issued and outstanding ..........................       2,523,261       2,523,261
  Additional paid-in capital .........................................       2,157,492       2,157,492
  Retained earnings ..................................................      25,068,882      24,000,239
                                                                           -----------     -----------

           Total stockholders' equity ................................      29,749,635      28,680,992
                                                                           -----------     -----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY ...........................     $39,465,738     $39,315,415
                                                                           ===========     ===========
</TABLE>
See notes to consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
BALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS
(UNAUDITED)

                                                            Three Months                        Nine Months
                                                         Ended September 30,               Ended September 30,
                                                       1997              1996              1997              1996
                                                  ------------      ------------      ------------      ------------
<S>                                               <C>               <C>               <C>               <C>

NET SALES ...................................     $ 14,048,124      $ 12,146,294      $ 41,707,847      $ 35,771,063

COST OF PRODUCTS SOLD .......................       10,690,368         9,402,795        31,891,959        27,684,654

SELLING, GENERAL AND
  ADMINISTRATIVE EXPENSES ...................        2,442,727         2,207,068         7,650,055         6,998,236
                                                  ------------      ------------      ------------      ------------

            Operating income ................          915,029           536,431         2,165,833         1,088,173
                                                  ------------      ------------      ------------      ------------

OTHER INCOME (EXPENSE):
   Interest expense .........................         (172,027)         (125,924)         (472,749)         (464,678)
   Foreign exchange loss ....................          (63,067)          (52,333)         (213,054)         (318,073)
   Other, net ...............................            2,365               626             3,400             6,432
                                                  ------------      ------------      ------------      ------------

            Total other income (expense), net         (232,729)         (177,631)         (682,403)         (776,319)
                                                  ------------      ------------      ------------      ------------

INCOME  BEFORE
   INCOME TAXES .............................          682,300           358,800         1,483,430           311,854

INCOME TAX PROVISION ........................          190,159            78,891           414,787            68,419
                                                  ------------      ------------      ------------      ------------
NET INCOME ..................................          492,141           279,909         1,068,643           243,435

RETAINED EARNINGS,
  BEGINNING OF PERIOD .......................       24,576,741        23,513,821        24,000,239        23,550,295
                                                  ------------      ------------      ------------      ------------
RETAINED EARNINGS,
  END OF PERIOD .............................     $ 25,068,882      $ 23,793,730      $ 25,068,882      $ 23,793,730
                                                  ============      ============      ============      ============

AVERAGE SHARES OUTSTANDING ..................        2,523,261         2,523,261         2,523,261         2,523,261
                                                  ============      ============      ============      ============
NET INCOME
   PER COMMON SHARE .........................     $       0.19      $       0.11      $       0.42      $       0.10
                                                  ============      ============      ============      ============
</TABLE>

See notes to consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
BALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
                                                                           Nine Months
                                                                       Ended September 30,
                                                                      1997             1996
                                                                  -----------      -----------
<S>                                                               <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income ................................................     $ 1,068,643      $   243,435
  Adjustments to reconcile net income to net cash
    provided by operating activities:
    Depreciation and amortization ...........................       1,955,127        1,620,863
    Foreign exchange loss ...................................         213,054          318,073
    Deferred taxes ..........................................          12,566          (17,288)
    (Increase) decrease in accounts receivable ..............        (567,826)         161,935
    Increase (decrease) in income tax payable/receivable, net         112,569         (121,020)
    Decrease in inventories .................................         648,978          495,438
    Increase in prepaid expenses and other current assets ...        (339,655)        (257,135)
    Decrease in other assets ................................         151,403           24,707
    Decrease in accounts payable and accrued expenses .......        (567,884)         (23,546)
    Other ...................................................          38,097           61,537
                                                                  -----------      -----------

           Net cash provided by operating activities ........       2,725,072        2,506,999
                                                                  -----------      -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Net acquisitions of property, plant and equipment .........      (1,125,495)      (1,134,671)
  Increase in timber and timberlands ........................        (676,824)        (696,393)
                                                                  -----------      -----------

           Net cash used in investing activities ............      (1,802,319)      (1,831,064)
                                                                  -----------      -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Decrease in notes payable .................................         (94,602)        (600,158)
  (Payments) borrowings of long-term debt ...................         (85,422)         353,333
  Principal payments under capital lease ....................        (221,084)        (141,048)
                                                                  -----------      -----------

           Net cash used in  financing activities ...........        (401,108)        (387,873)
                                                                  -----------      -----------

EFFECT OF EXCHANGE RATE CHANGES ON CASH .....................        (254,625)        (321,534)
                                                                  -----------      -----------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
                                                                           Nine Months
                                                                       Ended September 30,
                                                                      1997             1996
                                                                  -----------      -----------
<S>                                                               <C>              <C>
NET INCREASE (DECREASE) IN
  CASH AND CASH EQUIVALENTS .................................         267,020          (33,472)

CASH AND CASH EQUIVALENTS,
  BEGINNING OF PERIOD .......................................       1,114,659          841,056
                                                                  -----------      -----------
CASH AND CASH EQUIVALENTS,
  END OF PERIOD .............................................     $ 1,381,679      $   807,584
                                                                  ===========      ===========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
  Cash paid during the period for:
    Interest ................................................     $   338,129      $   341,221
                                                                  ===========      ===========

    Income taxes ............................................     $   311,479      $   210,401
                                                                  ===========      ===========
</TABLE>
See notes to consolidated financial statements.
<PAGE>
BALTEK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
 

1.    BASIS OF PRESENTATION

      The information  included in the accompanying interim financial statements
      is unaudited. In the opinion of management, all adjustments, consisting of
      normal recurring accruals necessary for a fair presentation of the results
      of operations,  financial  position and cash flows for the interim periods
      presented  have been reflected  herein.  The results of operations for the
      interim  periods  are not  necessarily  indicative  of the  results  to be
      expected for the entire year. The statements should be read in conjunction
      with  the  accounting   policies  and  notes  to  consolidated   financial
      statements included in the Company's 1996 Annual Report on Form 10-K.


2.    INVENTORIES

      Inventories are summarized as follows:

                                   September 30,    December 31,
                                        1997            1996
                                        ----            ----

          Raw materials ......     $ 4,839,491     $ 4,718,296
          Work-in-process.....       4,086,632       4,250,538
          Finished goods......       4,138,559       4,744,826
                                   -----------     -----------
                                   $13,064,682     $13,713,660
                                   ===========     ===========


3.    NEW ACCOUNTING STANDARD

      In June 1997, the Financial Accounting Standards Board issued Statement of
      Financial Accounting Standards No. 131,  "Disclosures About Segments of an
      Enterprise and Related  Information." This Statement establishes standards
      that redefine how operating  segments are determined  and requires  public
      companies  to  report  financial  and  descriptive  information  about its
      reportable   operating  segments.   This  Statement  supersedes  SFAS  14,
      "Financial Reporting for Segments of a Business  Enterprise",  but retains
      the disclosure requirements relating to major customers.  SFAS 131 is only
      applicable to public  companies.  This Statement is effective for Baltek's
      consolidated financial statements for periods beginning after December 15,
      1997.

4.    NOTES PAYABLE

      During the quarter  ended June  30,1997 the Company  renewed its  domestic
      line of credit for a one-year period expiring on May 31,1998. The new line
      was continued at  substantially  the same terms as the expiring  facility.
      The  Company  also  established  lines of credit for  equipment  financing
      totaling  $1,500,000.  At September 30, 1997 the equipment  lines were not
      utilized.
<PAGE>

5.    LEASES

      The Company leased  additional  warehouse and  manufacturing  space in New
      Jersey during  September 1997. The lease,  which requires monthly payments
      of approximately  $16,000, is for a five year period with a renewal option
      for an additional five year period.  The lease requires the Company to pay
      real estate taxes and certain  maintenance and insurance costs relating to
      the facility. The lease has been accounted for as an operating lease.

6.    SHRIMP OPERATIONS

      In October 1997 the Company  purchased an additional  444 acre shrimp farm
      in Ecuador. The purchase price of the farm was approximately $965,000 plus
      the value of inventory in process.  The acquisition  will be accounted for
      under the purchase method of accounting.

                                     ******


<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition
          and Results of Operations.

Liquidity and Capital Resources

The Company's  working capital ratio of 2.83:1 at September 30, 1997,  increased
from the ratio of 2.56:1 at December  31, 1996 due  primarily  to  increases  in
accounts  receivable and decreases in accounts  payable,  partially  offset by a
decrease in  inventory.  Unused lines of bank credit and the  Company's  working
capital are considered by management to be sufficient to support  operations and
fixed asset acquisitions for the immediate future.

Results of Operations

Sales  increased  16% and 17%  during  the three and nine  month  periods  ended
September 30, 1997, respectively, as compared to the same periods in 1996. Sales
improved  in both the Balsa and  Shrimp  segments  during the  periods.  A large
portion of the increase in the Balsa segment,  which includes Foam products,  is
due to increased sales of the Company's Foam products.  The Company is unable to
forecast future sales trends due to the changing commodity pricing of its shrimp
product and the effect of economic  pressures on the pleasure boating  industry,
the largest user of the Company's balsa products.

Cost of products  sold as a percentage of sales  decreased  during the three and
nine months ended September 30,1997 as compared to the same periods in 1996. The
cost of products sold  percentage has improved in 1997 due to an increase in the
selling price of the Company's shrimp products and slightly  improved pricing in
the Balsa segment.  The results for the nine months ended September 30,1996 were
negatively  effected  by  inflationary  pressures  on  costs  at  the  Company's
production  facility in Ecuador,  start-up  expenses related to the Foam product
line and pricing pressure in the Balsa segment.

Selling,  general and administrative  expenses as a percentage of sales improved
in the three and nine months ended September 30, 1997 due to a better absorption
of fixed expenses as a result of increased sales.

Income from operations improved during the three and nine months ended September
30, 1997 as  compared to the same  periods in 1996.  The  increase is  primarily
attributable to higher volume in the Shrimp and Balsa segments.

Interest  expense was  approximately  $473,000  and $465,000 for the nine months
ended September 30,1997 and 1996,  respectively.  The increase was due to higher
interest rates partially  offset by lower  borrowings.  Foreign  exchange losses
were approximately $213,000 in the nine month period ended September 30,1997, as
compared  to a loss of $318,000  in the same  period of 1996.  Foreign  exchange
gains and  losses  are  caused  by the  relationship  of the U.S.  Dollar to the
foreign currencies in the countries where the company has operations,  and arise
when  translating  foreign  currency  balance  sheets into U.S.  Dollars for the
purpose of presenting consolidated financial statements. Management is unable to
forecast the impact of translation  gains or losses on future periods due to the
unpredictability of foreign exchange rates.

The  provision  for  income  taxes  was at the  rate of 28%  and 22% of  pre-tax
earnings for the three and nine month periods ended September 30 , 1997 and 1996
respectively.
<PAGE>

PART II.  OTHER INFORMATION


Item 6.   Exhibits and Reports on Form 8-K

(A)       Exhibits:

          11.   An exhibit  showing the  computation  of  per-share  earnings is
                omitted because the  computation can be clearly  determined from
                the material contained in this Quarterly Report on Form 10-Q.

          27.   Financial Data Schedule.

(B) Reports on Form 8-K:

          No report has been filed  during the nine months ended  September  30,
1997.



<PAGE>

                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.



                                                            BALTEK CORPORATION
                                                                (Registrant)


Date:  November 6, 1997                                      /s/Jacques Kohn
                                                             ---------------
                                                             Jacques Kohn
                                                             President



Date:  November 6, 1997                                      /s/Ronald Tassello
                                                             ------------------
                                                             Ronald Tassello
                                                             Controller



<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary information extracted from Baltek Corporation and
subsidiaries  consolidated  financial  statements,  and related exhibits for the
nine  months  ended  September  30,  1997 and is  qualified  in its  entirety by
reference to such financial statements.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-END>                               SEP-30-1997
<CASH>                                       1,381,679
<SECURITIES>                                         0
<RECEIVABLES>                                5,489,491
<ALLOWANCES>                                    94,878
<INVENTORY>                                 13,064,682
<CURRENT-ASSETS>                            21,889,659
<PP&E>                                      29,850,436
<DEPRECIATION>                              19,219,923
<TOTAL-ASSETS>                              39,465,738
<CURRENT-LIABILITIES>                        7,736,721
<BONDS>                                              0
                                0
                                          0
<COMMON>                                     2,523,261
<OTHER-SE>                                  27,226,374
<TOTAL-LIABILITY-AND-EQUITY>                39,465,738
<SALES>                                     41,707,847
<TOTAL-REVENUES>                            41,707,847
<CGS>                                       31,891,959
<TOTAL-COSTS>                               39,542,014
<OTHER-EXPENSES>                               682,403
<LOSS-PROVISION>                                52,280
<INTEREST-EXPENSE>                             472,749
<INCOME-PRETAX>                              1,483,430
<INCOME-TAX>                                   414,787
<INCOME-CONTINUING>                          1,068,643
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 1,068,643
<EPS-PRIMARY>                                     0.42
<EPS-DILUTED>                                     0.42
        

</TABLE>


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